Common use of Payments at Maturity Clause in Contracts

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will cancel such Global Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, interest and premium, if any, and interest to be paid on each Global Book-Entry Note maturing either at Stated Maturity or otherwise becoming due on a Redemption Date in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global a Book-Entry Note on or about the fifth Business Day preceding the Maturity Date of such Global Book-Entry Note. On the At such Maturity Date, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsTrustee, and upon receipt of such funds the Trustee in turn will pay to DTC DTC, the principal amount of Global Notessuch Note, together with interest and premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollarsat such Maturity, at the times and in the manner set forth below under "Manner of Payment". The Trustee If any Maturity of a Book-Entry Note is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, interest and premium, if any, and interest due on at the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesBook-Entry Note, the Trustee will cancel such Global Book-Entry Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Outstanding Book-Entry Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Book-Entry Notes on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 as of 9:30 a.m., New York City time, on such date. The Company will make such payment on such Global Book-Entry Notes by instructing the Trustee to withdraw funds from an account specified maintained by the Company at the Trustee. Upon receipt of The Company will confirm such fundsinstructions in writing to the Trustee. Prior to 10:00 a.m., New York City time, on such date or as soon as possible thereafter, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principalinterest, principal and premium, if any, and interest due on Global Notes a Book-Entry Note on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly Book-Entry Notes to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each monthmonth (or as soon thereafter as such information is determined), the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due subject to redemption or repayment in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, premium (if any, ) and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date maturity date of such Global Note. On the Maturity DateAt such maturity date, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsTrustee, and upon receipt of such funds the Trustee in turn will pay to DTC DTC, the principal amount of Global Notes, together with and premium, if any, and on such Global Note, together with interest due on the Maturity Date, which are payable in U.S. dollarsat such maturity date, at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. ." Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date at maturity of such all Book-Entry Notes represented by a particular Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesNote, the Trustee will cancel such Global Note, make appropriate entries in its records and dispose of such Global Note and deliver it to as provided in the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business DayIndenture. Manner of Payment. The total amount of any principal, premium, if any, premium and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars at maturity shall be paid by the Company to the Trustee in funds immediately available for use by the Trustee no later than 10:00 a.m.as of noon, New York City time, on such date. The Company will make such payment on such Global Notes by wire transfer to the Trustee or by instructing the Trustee to withdraw funds from an account specified maintained by the Company at the Trustee. Upon The Company will confirm any such instructions in writing to the Trustee. For maturity, redemption and other principal payments, prior to 1:00 p.m., New York City time, on each such date or as soon as possible thereafter following receipt of such fundsfunds from the Company, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principalinterest, principal and premium, if any, and interest due on Global Notes on such date; and for interest payments, the Trustee will pay DTC in same day funds on the Interest Payment Date in accordance with existing arrangements between the Trustee and DTC. Thereafter on each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants with payments in whose names the amounts proportionate to their respective holdings in principal amount of beneficial interests interest in such Global Notes Note as are recorded in the book-entry system maintained by DTC. Neither Once payment has been made to DTC, neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly Book-Entry Notes to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, principal and interest to be paid on each Global Note maturing or otherwise becoming due Security with a Maturity Date in the following month. The TrusteeCompany, the Company Trustee and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On the Maturity Date, the The Company will pay to the Trustee in immediately available funds an amount sufficient to make Trustee, as the required paymentspaying agent, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the such Maturity Date, which are payable in U.S. dollars, . The Trustee will pay such amount to DTC at the times time and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel such Global Note Security and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company prepare a written statement indicating the total principal amount of outstanding Global Notes Securities for which it serves as trustee as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or on the Maturity Date, as the case may be, which is payable in U.S. dollars Date shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., as of 9:30 A.M. (New York City time, ) on such date. The Company will make such payment on such Global Notes Securities by instructing the Trustee to withdraw funds from an account specified maintained by the Company at the Trustee. Upon receipt of For maturity, redemption, repayment or any other principal payments: prior to 10:00 A.M. (New York City time) on such fundsdate or as soon as possible thereafter, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions make such payments to DTC in a form previously specified by same day funds in accordance with DTC) 's Same Day Funds Settlement Paying Agent Operating Procedures. For interest payments: the Trustee will make such payments to an account at DTC in accordance with existing arrangements between DTC and the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such dateTrustee. Thereafter on such date, DTC will pay, allocate such payments to its participants in accordance with its SDFS existing operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTCprocedures. Neither the Company nor (either as Issuer or as Paying Agent), the Trustee or any Agent shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first Business Day of each month, the Trustee JPMorgan will deliver to the Company and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due in the following month, to the extent then ascertainable. The TrusteeJPMorgan, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company will pay to the Trustee JPMorgan in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee JPMorgan in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "Manner of Payment". The Trustee JPMorgan shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will cancel such Global Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee JPMorgan in funds available for use by the Trustee JPMorgan no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the TrusteeJPMorgan. Upon receipt of such funds, the Trustee JPMorgan will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee JPMorgan shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee JPMorgan shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first -------------------- Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, interest and premium, if any, and interest to be paid on each Global Book-Entry Note maturing or otherwise becoming due in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, premium and interest payments with respect to each such Global a Book-Entry Note on or about the fifth Business Day preceding the Maturity Date of such Global Book-Entry Note. On the Maturity DateAt such Maturity, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsfunds, and upon receipt of such funds the Trustee in turn will pay to DTC DTC, the principal amount of Global Notessuch Note, together with interest and premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollarsat such Maturity, at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. ." Promptly after (i) payment to DTC of the principal, interest and premium, if any, and interest due on at the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesBook-Entry Note, the Trustee will cancel the Global Note representing such Global Book-Entry Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Book-Entry Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any ----------------- principal, premium, if any, and interest due on Global Book-Entry Notes on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m.noon, New York City time, on such date. The Company will make such payment on such Global Book-Entry Notes by instructing the Trustee to withdraw funds from an account maintained by the Company at the Trustee or by making such payment to an account specified by the Trustee. Upon receipt of The Company will confirm such fundsinstructions in writing to the Trustee. As soon as possible thereafter, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principalinterest, principal and premium, if any, and interest due on Global Notes a Book-Entry Note on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Book-Entry Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly Book-Entry Notes to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company Issuer and DTC a written list of principal, premium, if any, principal and interest to be paid on each Global Note Security maturing either at stated maturity or otherwise becoming due on a redemption or repayment date in the following month. The TrusteeIssuer, the Company Trustee and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date maturity of such Global NoteSecurity. On the Maturity Date, the Company The Issuer will pay to the Trustee in immediately available funds an amount sufficient to make Trustee, as the required paymentspaying agent, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at such maturity. The Trustee will pay such amounts to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee If any maturity of a Global Security representing Book-Entry Notes is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such maturity. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on at the Maturity Date maturity of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel and destroy such Global Note Security in accordance with the terms of the Indenture and deliver it a certificate of destruction to the Company with an appropriate debit adviceIssuer. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of PaymentMANNER OF PAYMENT. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company Issuer to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., as of 9:30 a.m. (New York City time), or as soon as practicable thereafter on such date. The Company Issuer will make such payment on such Global Notes Securities by wire transfer to an account specified by the Trustee. Upon The Issuer will confirm instructions regarding payment in writing to the Trustee. Prior to 10:00 a.m. (New York City time) on each maturity date or as soon as possible thereafter, following receipt of such fundsfunds from the Issuer, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and principal (together with interest thereon) due on Global Notes Securities on such any maturity date. Thereafter On each Interest Payment Date, interest payment shall be made to DTC in same-day funds in accordance with existing arrangements between the Trustee and DTC. Thereafter, on each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in Book-Entry Notes represented by such Global Notes Securities are recorded in the book-entry system maintained by DTC. Neither of the Company nor Issuer or the Trustee shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first last Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, principal and interest to be paid on each Global Note Security maturing (on a Maturity or otherwise becoming due Redemption Date or otherwise) in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On the Maturity Dateor before Maturity, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsTrustee, and upon receipt of such funds the Trustee in turn will pay to DTC as paying agent, the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at such Maturity. The Trustee will pay such amount to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee If any Maturity of a Global Security representing Book-Entry Notes is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on the at Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel such Global Note Security in accordance with the applicable Indenture and deliver it to so advise the Company with an appropriate debit adviceCompany. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Outstanding Global Notes Securities as of the close of business on the immediately preceding Business Day. Manner of PaymentMANNER OF PAYMENT. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in immediately available funds available for use by the Trustee no later than 10:00 a.m., 9:30 A.M. (New York City time, ) on such date. The Company will make such payment on such Global Notes Securities by instructing the Trustee to withdraw funds from an account specified maintained by the Company at First Chicago or by wire transfer of funds available for immediate use to the Trustee. Upon receipt The Company will confirm any such instructions in writing to the Trustee. Prior to 10 A.M. (New York City time) on the date of such fundsMaturity or as soon as possible thereafter, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and principal (together with interest thereon) due on a Global Notes Security on such date. Thereafter on On each Interest Payment Date (other than at Maturity), interest payments shall be made to DTC, in funds available for immediate use by DTC, in accordance with existing arrangements between the Trustee and DTC. On each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in Book-Entry Notes represented by such Global Notes Securities are recorded in the book-entry system maintained by DTC. Neither the Company (as issuer or as paying agent) nor the Trustee shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, principal and interest to be paid on each Global Note Security maturing (on a Maturity or otherwise becoming due Redemption Date or otherwise) in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On the Maturity Dateor before Maturity, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsTrustee, and upon receipt of such funds the Trustee in turn will pay to DTC as paying agent, the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at such Maturity. The Trustee will pay such amount to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee ." If any Maturity of a Global Security representing Book-Entry Notes is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on the at Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel such Global Note Security in accordance with the Indenture and deliver it to so advise the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business DayCompany. Manner of Payment. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in immediately available funds available for use by the Trustee no later than 10:00 a.m., 9:30 A.M. (New York City time, ) on such date. The Company will make such payment on such Global Notes Securities by instructing the Trustee to withdraw funds from an account specified maintained by the Company at the Trustee or by wire transfer to the Trustee. Upon receipt of The Company will confirm any such funds, instructions in writing to the Trustee. On each payment date the Trustee will pay by separate wire transfer DTC in accordance with DTC's standard procedures. On each Interest Payment Date (using Fedwire message entry instructions in a form previously specified by DTC) other than at Maturity), interest payments shall be made to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, in accordance with existing arrangements between the Trustee and DTC. On each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in Book-Entry Notes represented by such Global Notes Securities are recorded in the book-entry system maintained by DTC. Neither the Company (as issuer or as paying agent) nor the Trustee shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company Issuer and DTC a written list of principal, premium, if any, principal and interest to be paid on each Global Note Security maturing either at Stated Maturity or otherwise becoming due on a Redemption Date occurring in the following monthmonth (to the extent then determinable by the Trustee). The TrusteeIssuer, the Company Trustee and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On the Maturity Date, the Company The Issuer will pay to Citibank, N.A., as the Trustee in immediately available funds an amount sufficient to make the required paymentsPaying Agent, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the Maturity Dateat such Maturity. Citibank, which are payable in U.S. dollars, N.A. will pay such amounts to DTC at the times and in the manner set forth below under "Manner of Payment"" below. The Trustee If any Maturity of a Global Security representing Book-Entry Notes is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on at the Stated Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel such Global Note and Security in accordance with the terms of the Indenture, deliver it to the Company with Issuer an appropriate debit adviceadvice and a certificate of destruction relating to all such cancelled Global Securities. On the first Business Day of each month, the Trustee will deliver to the Company Issuer by facsimile transmission a written statement statement, indicating the total principal amount of outstanding Outstanding Global Notes Securities for which it serves as trustee as of the close of business on the immediately preceding Business Day. Manner of PaymentMANNER OF PAYMENT. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by debited from an account of the Company to Issuer maintained at the Trustee in with funds available for immediate use by in the Trustee no later than 10:00 a.m., New York City time, on amount required for such datepayment. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, interest and interest principal due on a Global Notes Security on such date. On each Interest Payment Date, interest payments shall be made to DTC in same day funds in accordance with existing arrangements between the Trustee and DTC. Thereafter on each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in Book-Entry Notes represented by such Global Notes Securities are recorded in the book-entry system maintained by DTC. Neither the Company Issuer (either as Issuer or as Paying Agent) nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first Business Day of each month, the Trustee Chase will deliver to the Company and DTC a written list of principal, interest (to the extent then ascertainable) and premium, if any, and interest to be paid on each Global Book-Entry Note maturing or otherwise becoming due in the following month. The TrusteeChase, the Company and DTC will confirm the amounts of such principal, premium, if any, premium and interest payments with respect to each such Global a Book-Entry Note on or about the fifth Business Day preceding the Maturity Date of such Global Book-Entry Note. On the Maturity DateAt such Maturity, the Company will pay to the Trustee Chase in immediately available funds an amount sufficient to make the required paymentsfunds, and upon receipt of such funds the Trustee Chase in turn will pay to DTC DTC, the principal amount of Global Notessuch Note, together with interest and premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollarsat such Maturity, at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. ." Promptly after (i) payment to DTC of the principal, interest and premium, if any, and interest due on at the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesBook-Entry Note, the Trustee will cancel the Global Note representing such Global Book-Entry Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Book-Entry Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Book-Entry Notes on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee Chase in funds available for use by the Trustee Chase no later than 10:00 a.m.noon, New York City time, on such date. The Company will make such payment on such Global Book-Entry Notes by instructing Chase to withdraw funds from an account maintained by the Company at Chase or by making such payment to an account specified by the TrusteeChase. Upon receipt of The Company will confirm such fundsinstructions in writing to Chase. As soon as possible thereafter, the Trustee Chase will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principalinterest, principal and premium, if any, and interest due on Global Notes a Book- Entry Note on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Book-Entry Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee Chase shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly Book-Entry Notes to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first last Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, principal and interest to be paid on each Global Note Security maturing (on a Maturity or otherwise becoming due Redemption Date or otherwise) in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On the Maturity Dateor before Maturity, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsTrustee, and upon receipt of such funds the Trustee in turn will pay to DTC as paying agent, the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at such Maturity. The Trustee will pay such amount to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee If any Maturity of a Global Security representing Book-Entry Notes is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on the at Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel such Global Note Security in accordance with the applicable Indenture and deliver it to so advise the Company with an appropriate debit adviceCompany. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Outstanding Global Notes Securities as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in immediately available funds available for use by the Trustee no later than 10:00 a.m., 9:30 A.M. (New York City time, ) on such date. The Company will make such payment on such Global Notes Securities by instructing the Trustee to withdraw funds from an account specified maintained by the Company at First Chicago or by wire transfer of funds available for immediate use to the Trustee. Upon receipt The Company will confirm any such instructions in writing to the Trustee. Prior to 10 A.M. (New York City time) on the date of such fundsMaturity or as soon as possible thereafter, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and principal (together with interest thereon) due on a Global Notes Security on such date. Thereafter on On each Interest Payment Date (other than at Maturity), interest payments shall be made to DTC, in funds available for immediate use by DTC, in accordance with existing arrangements between the Trustee and DTC. On each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in Book-Entry Notes represented by such Global Notes Securities are recorded in the book-entry system maintained by DTC. Neither the Company (as issuer or as paying agent) nor the Trustee shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first Business Day of each -------------------- month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, principal and interest to be paid on each Global Note maturing or otherwise becoming due Security with a Maturity Date in the following month. The TrusteeCompany, the Company Trustee and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On the Maturity Date, the The Company will pay to the Trustee in immediately available funds an amount sufficient to make Trustee, as the required paymentspaying agent, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the such Maturity Date, which are payable in U.S. dollars, . The Trustee will pay such amount to DTC at the times time and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel such Global Note Security and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company prepare a written statement indicating the total principal amount of outstanding Global Notes Securities for which it serves as trustee as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or on the Maturity Date, as the case may be, which is payable in U.S. dollars Date shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., as of 9:30 A.M. (New York City time, ) on such date. The Company will make such payment on such Global Notes Securities by instructing the Trustee to withdraw funds from an account specified maintained by the Company at the Trustee. Upon receipt of For maturity, redemption, repayment or any other principal payments: prior to 10:00 A.M. (New York City time) on such fundsdate or as soon as possible thereafter, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions make such payments to DTC in a form previously specified by same day funds in accordance with DTC) 's Same Day Funds Settlement Paying Agent Operating Procedures. For interest payments: the Trustee will make such payments to an account at DTC in accordance with existing arrangements between DTC and the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such dateTrustee. Thereafter on such date, DTC will pay, allocate such payments to its participants in accordance with its SDFS existing operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTCprocedures. Neither the Company nor (either as Issuer or as Paying Agent), the Trustee or any Agent shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, interest and premium, if any, and interest to be paid on each Global Book-Entry Note maturing either at Stated Maturity, on a Redemption Date in, or otherwise becoming due in for which an Option to Elect Repayment has been received with respect to, the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global a Book-Entry Note on or about the fifth Business Day preceding the Maturity Date of such Global Book-Entry Note. On the Maturity DateAt such Maturity, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentssuch Maturity payment, and upon receipt of such funds the Trustee in turn will pay to DTC DTC, the principal amount of Global Notessuch Note, together with interest and premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollarsat such Maturity, at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, interest and premium, if any, and interest due on at the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesBook-Entry Note, the Trustee will cancel such Global Book-Entry Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Book-Entry Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Book-Entry Notes on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m.1:00 p.m., New York City time, on such date. The Company will make such payment on such Global Book-Entry Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principalinterest, principal and premium, if any, and interest due on Global Notes a Book-Entry Note on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly Book-Entry Notes to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee Bankers Trust will deliver to the Company and DTC a written list of principal, premium, if any, principal and interest to be paid on each Global Note Security maturing or otherwise becoming due in the following month. The TrusteeBankers Trust, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On the Maturity Dateor before Maturity, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsBankers Trust, and upon receipt of such funds the Trustee in turn will pay to DTC as paying agent, the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at such Maturity. Bankers Trust will pay such amount to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee If any maturity of a Global Security representing Book-Entry Notes is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on the at Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel such Global Note Security in accordance with the Indenture and deliver it to so advise the Company with an appropriate debit adviceCompany. On the first Business Day of each month, the Trustee Bankers Trust will deliver to the Company a written statement indicating the total principal amount of outstanding Outstanding Global Notes Securities as of the close of business on the immediately preceding Business Day. If the Maturity of a Book-Entry Note is not a Business Day, the payment due on such day shall be made on the next succeeding Business Day and no interest shall accrue on such payment for the period from and after such Maturity. Manner of Payment. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee Bankers Trust in immediately available funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes Securities by instructing Bankers Trust to withdraw funds from an account specified (Account # 500-15-307) maintained by the TrusteeCompany at Bankers Trust or by wire transfer to Bankers Trust. Upon receipt The Company will confirm any such instructions in writing to Bankers Trust. Prior to 10 A.M. (New York City time) on the date of such fundsMaturity or as soon as possible thereafter, the Trustee Bankers Trust will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and principal (together with interest thereon) due on a Global Notes Security on such date. Thereafter on On each Interest Payment Date (other than at Maturity), interest payments shall be made to DTC, in funds available for immediate use by DTC, in accordance with existing arrangements between Bankers Trust and DTC. On each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in Book-Entry Notes represented by such Global Notes Securities are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee Bankers Trust shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company Operating Partnership and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due in the following month. The Trustee, the Company Operating Partnership and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company Operating Partnership will pay to the Trustee in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "Manner of Payment". ." The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such a Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such a Global Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will cancel such Global Note and deliver it to the Company Operating Partnership with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company Operating Partnership a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company Operating Partnership to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company Operating Partnership will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company Operating Partnership nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first U.S. Business Day of each month, the Trustee applicable Paying Agent will deliver to the Company and DTC a written list of principal, premium, if any, interest and interest any premium or other amounts to be paid on each Global Note maturing either at the Stated Maturity Date (or otherwise becoming due such other Maturity Date as is specified in the applicable Pricing Supplement or the applicable Global Note), or on a redemption date in, or for which an option to elect repayment has been received with respect to, the following month. The Trusteeapplicable Paying Agent, the Company and DTC will confirm the amounts of such principal, premium, if any, interest and interest any premium or other payments with respect to each such Global a Note on or about the fifth U.S. Business Day preceding the Maturity Date of such Global Note. On the Maturity DateAt maturity, the Company will pay to the Trustee applicable Paying Agent in immediately available funds an amount sufficient to make the required paymentsMaturity Date payment, and upon receipt of such funds the Trustee applicable Paying Agent in turn will pay to DTC the principal amount of Global Notesthe Note, together with premium, if any, interest and interest any premium or other amounts due on at the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "“Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. .” Promptly after (i) payment to DTC of the principal, premium, if any, interest and interest any premium or other amounts due on at the Maturity Date of such Note, the applicable Paying Agent will cause such principal amount of the Note to be debited from the relevant DTC account(s) and enter such reduction in principal amount or the full payment of such Note in its records, and (i) in the case of any Note represented by a Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such or Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesNotes, the applicable Trustee will cancel such Global Note or Global Notes and/or make an appropriate endorsement or notation on a schedule to such Global Note, in each case in accordance with the terms of the applicable Indenture or (ii) in the case of any Note represented by a Master Note, the applicable Trustee will make an appropriate endorsement or notation on a schedule to such Master Note in accordance with the applicable Indenture to reflect the reduction in principal amount or full payment of the Supplemental Obligation. In the case of redemption or optional repayment of a portion (in increments of the minimum denomination), but less than all, of the Notes, the applicable Trustee shall (a) either (i) issue a new Global Note, in accordance with the procedures set forth herein and deliver it in the applicable Indenture, representing the balance of the Notes not so redeemed or repaid or (ii) make an appropriate endorsement or notation on a schedule to such Global Note reflecting the decrease in the amount of the Notes represented thereby, in accordance with its terms and the terms of the applicable Indenture, or (b) make an appropriate endorsement or notation on a schedule to the Company Master Note in accordance with an appropriate debit adviceits terms and the terms of the Senior Indenture to reflect the decrease in the amount of the relevant Supplemental Obligation represented by such Master Note. On or about the first U.S. Business Day of each month, the Trustee applicable Paying Agent will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Daybusiness day. Manner of Payment. The total All reductions in principal amount of any principal, premium, if any, and interest due on Global Notes or full payment on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars Note shall be paid recorded by the Company to Security Registrar on the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded Security Register as set forth in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteIndenture.

Payments at Maturity. On or about the first Business Day of each month, the Trustee BONY, in its capacity as agent for DTC will deliver to the Company Company, DTC and DTC the Trustee a written list of principal, premium, if any, principal and interest to be paid on each Global Note Security maturing (at Maturity or otherwise becoming due Redemption Date or otherwise) in the following month. The TrusteeBONY, in its capacity as agent for DTC, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On the Maturity Dateor before Maturity, the Company will pay to the Trustee BONY, in immediately available funds an amount sufficient to make the required paymentsits capacity as agent for DTC, and upon receipt of such funds the Trustee in turn will pay to DTC as paying agent, the principal amount of such Global NotesSecurity, together with interest, if any and premium, if anyany due at such Maturity. BONY, and interest due on the Maturity Date, which are payable in U.S. dollars, its capacity as agent for DTC will pay such amount to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee If any Maturity of a Global Security representing Book-Entry Notes is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on the at Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel such Global Note Security in accordance with the Indenture and deliver it to so advise the Company with an appropriate debit adviceCompany. On the first Business Day of each month, the Trustee BONY, in its capacity as agent for DTC will deliver to the Company Trustee a written statement indicating the total principal amount of outstanding Global Notes Securities as of the close of business on the immediately preceding Business Day. Manner If the Maturity of Payment. The total amount of any principala Book-Entry Note is not a Business Day, premium, if any, and interest the payment due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars such day shall be paid by made on the Company to the Trustee in funds available for use by the Trustee next succeeding Business Day and no later than 10:00 a.m., New York City time, interest shall accrue on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, period from and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to after such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteMaturity.

Payments at Maturity. On or -------------------- about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, interest and premium, if any, and interest to be paid on each Global Book-Entry Note maturing or otherwise becoming due in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, premium and interest payments with respect to each such Global a Book-Entry Note on or about the fifth Business Day preceding the Maturity Date of such Global Book-Entry Note. On the Maturity DateAt such Maturity, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsfunds, and upon receipt of such funds the Trustee in turn will pay to DTC DTC, the principal amount of Global Notessuch Note, together with interest and premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollarsat such Maturity, at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. ." Promptly after (i) payment to DTC of the principal, interest and premium, if any, and interest due on at the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesBook-Entry Note, the Trustee will cancel the Global Note representing such Global Book-Entry Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Book-Entry Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total ----------------- amount of any principal, premium, if any, and interest due on Global Book-Entry Notes on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m.noon, New York City time, on such date. The Company will make such payment on such Global Book-Entry Notes by instructing the Trustee to withdraw funds from an account maintained by the Company at the Trustee or by making such payment to an account specified by the Trustee. Upon receipt of The Company will confirm such fundsinstructions in writing to the Trustee. As soon as possible thereafter, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principalinterest, principal and premium, if any, and interest due on Global Notes a Book-Entry Note on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Book-Entry Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly Book-Entry Notes to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, interest and premium, if any, and interest to be paid on each Global Book-Entry Note maturing either at Stated Maturity or otherwise becoming due on a Redemption Date in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global a Book-Entry Note on or about the fifth Business Day preceding the Maturity Date of such Global Book-Entry Note. On the At such Maturity Date, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsTrustee, and upon receipt of such funds the Trustee in turn will pay to DTC DTC, the principal amount of Global Notessuch Note, together with interest and premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollarsat such Maturity, at the times and in the manner set forth below under "“Manner of Payment"”. The Trustee If any Maturity of a Book-Entry Note is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, interest and premium, if any, and interest due on at the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesBook-Entry Note, the Trustee will cancel such Global Book-Entry Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Outstanding Book-Entry Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Book-Entry Notes on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 as of 9:30 a.m., New York City time, on such date. The Company will make such payment on such Global Book-Entry Notes by instructing the Trustee to withdraw funds from an account specified maintained by the Company at the Trustee. Upon receipt of The Company will confirm such fundsinstructions in writing to the Trustee. Prior to 10:00 a.m., New York City time, on such date or as soon as possible thereafter, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principalinterest, principal and premium, if any, and interest due on Global Notes a Book-Entry Note on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly Book-Entry Notes to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.. Settlement Procedures: Settlement Procedures with regard to each Note in book-entry form sold by each Agent, as agent of the Company, will be as follows:

Payments at Maturity. On or about the first Business Day of each month, the Trustee Chase will deliver to the Company and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due in the following month, to the extent then ascertainable. The TrusteeChase, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company will pay to the Trustee Chase in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee Chase in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "Manner of Payment". The Trustee Chase shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will cancel such Global Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee Chase in funds available for use by the Trustee Chase no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the TrusteeChase. Upon receipt of such funds, the Trustee Chase will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee Chase shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee Chase shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, principal and interest to be paid on each Global Note Security maturing (on a Maturity or otherwise becoming due Redemption Date or otherwise) in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On the Maturity Dateor before Maturity, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsTrustee, and upon receipt of such funds the Trustee in turn will pay to DTC as paying agent, the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at such Maturity. The Trustee will pay such amount to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee If any Maturity of a Global Security representing Book-Entry Notes is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on the at Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel such Global Note Security in accordance with the Indenture and deliver it to so advise the Company with an appropriate debit adviceCompany. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Outstanding Global Notes Securities as of the close of business on the immediately preceding Business Day. If the Maturity of a Book-Entry Note is not a Business Day, the payment due on such day shall be made on the next succeeding Business Day and no interest shall accrue on such payment for the period from and after such Maturity. Manner of Payment. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in immediately available funds available for use by the Trustee no later than 10:00 a.m., 9:30 A.M. (New York City time, ) on such date. The Company will make such payment on such Global Notes Securities by instructing the Trustee to withdraw funds from an account specified maintained by the Company with the Trustee or by wire transfer to the Trustee. Upon receipt The Company will confirm any such instructions in writing to the Trustee. Prior to 10 A.M. (New York City time) on the date of such fundsMaturity or as soon as possible thereafter, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and principal (together with interest thereon) due on a Global Notes Security on such date. Thereafter on On each Interest Payment Date (other than at Maturity), interest payments shall be made to DTC, in funds available for immediate use by DTC, in accordance with existing arrangements between the Trustee and DTC. On each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate imme- diate use to the respective Participants in whose names the beneficial interests in Book-Entry Notes represented by such Global Notes Securities are recorded in the book-entry system maintained by DTC. Neither None of the Company nor (as issuer or as paying agent) or the Trustee shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, and interest interest, to be paid on each Global Note maturing or otherwise becoming due in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "“Manner of Payment". .” The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will cancel such Global Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee Chase will deliver to the Company and DTC a written list of principal, premium, if any, and interest (to the extent known) to be paid on each Global Note maturing or otherwise becoming due in the following month. The TrusteeChase, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company will pay to the Trustee Chase in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee Chase in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "“Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. .” Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesNote, the Trustee will cancel such Global Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee Chase in funds available for use by the Trustee no later than 10:00 a.m.A.M., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the TrusteeChase. Upon receipt of such funds, the Trustee Chase will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.an

Payments at Maturity. On or about the first Business Day of each month, the Trustee applicable Paying Agent will deliver to the Company and DTC a written list of principalprincipal and any interest, premium, if any, and interest premium or other amounts to be paid on each Global Note maturing either at the Stated Maturity Date (or otherwise becoming due such other Maturity Date as is specified in the applicable Pricing Supplement or the applicable Global Note), or on a redemption date in, or for which an option to elect repayment has been received with respect to, the following month. If the determination of any amounts to be included on such written list is not ascertainable until a later date, in accordance with the terms of the applicable Note, the applicable Paying Agent will provide such amounts as soon as reasonably practicable after the relevant determination is made. The Trusteeapplicable Paying Agent, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and any interest and premium or other payments with respect to each such Global a Note on or about the fifth Business Day preceding the Maturity Date of such Global Note (or such shorter period as shall be necessary under the terms of such Note). On the Maturity DateAt maturity, the Company will pay to the Trustee applicable Paying Agent in immediately available funds an amount sufficient to make the required paymentsMaturity Date payment, and upon receipt of such funds the Trustee applicable Paying Agent in turn will pay to DTC the principal amount of Global Notesthe Note, together with premiumany interest, if any, and interest premium or other amounts due on at the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "“Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. .” Promptly after (i) payment to DTC of the principalprincipal and any interest, premium, if any, and interest premium or other amounts due on at the Maturity Date of such Note, the applicable Paying Agent will cause such principal amount of the Note to be debited from the relevant DTC account(s) and enter such reduction in principal amount or the full payment of such Note in its records, and (i) in the case of any Note represented by a Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such or Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesNotes, the Trustee will cancel such Global Note or Global Notes and/or make the appropriate entries and/or notations on a schedule to such Global Note, in each case in accordance with the terms of the Indenture or (ii) in the case of any Note represented by a Master Note, the Trustee or Security Registrar (if other than the Trustee) will make the appropriate entries and/or notations on a schedule to such Master Note in accordance with the Indenture to reflect the reduction in principal amount or full payment of the Supplemental Obligation. In the case of redemption or optional repayment of a portion (in increments of the minimum denomination), but less than all, of the Notes, the Trustee shall (a) either (i) issue a new Global Note, in accordance with the procedures set forth herein and deliver it in the Indenture, representing the balance of the Notes not so redeemed or repaid or (ii) make an appropriate endorsement or notation on a schedule to such Global Note reflecting the decrease in the amount of the Notes represented thereby, in accordance with its terms and the terms of the Indenture, or (b) make an appropriate endorsement or notation on a schedule to the Company Master Note in accordance with an appropriate debit adviceits terms and the terms of the Indenture to reflect the decrease in the amount of the relevant Supplemental Obligation represented by such Master Note. On or about the first Business Day of each month, the Trustee applicable Paying Agent will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total All reductions in principal amount of any principal, premium, if any, and interest due on Global Notes or full payment on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars Note shall be paid recorded by the Company to Security Registrar on the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded Security Register as set forth in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteIndenture.

Payments at Maturity. On or about the first Business Day -------------------- of each month, the Trustee Bank One will deliver to the Company and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due in the following month, to the extent then ascertainable. The TrusteeBank One, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company will pay to the Trustee Bank One in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee Bank One in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "Manner of Payment". The Trustee Bank One shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will cancel such Global Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company Issuer and DTC a written list of principal, premium, if any, principal and interest to be paid on each Global Note Security maturing either at Stated Maturity or otherwise becoming due on a Redemption Date occurring in the following monthmonth (to the extent then determinable by the Trustee). The TrusteeIssuer, the Company Trustee and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On the Maturity Date, the Company The Issuer will pay to Xxxxx Fargo Bank, N.A., as the Trustee in immediately available funds an amount sufficient to make the required paymentsPaying Agent, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the Maturity Dateat such Maturity. Xxxxx Fargo Bank, which are payable in U.S. dollars, N.A. will pay such amounts to DTC at the times and in the manner set forth below under "Manner of Payment"" below. The Trustee If any Maturity of a Global Security representing Book-Entry Notes is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on at the Stated Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel such Global Note and Security in accordance with the terms of the Indenture, deliver it to the Company with Issuer an appropriate debit adviceadvice and a certificate of destruction relating to all such cancelled Global Securities. On the first Business Day of each month, the Trustee will deliver to the Company Issuer by facsimile transmission a written statement statement, indicating the total principal amount of outstanding Outstanding Global Notes Securities for which it serves as trustee as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by debited from an account of the Company to Issuer maintained at the Trustee in with funds available for immediate use by in the Trustee no later than 10:00 a.m., New York City time, on amount required for such datepayment. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, interest and interest principal due on a Global Notes Security on such date. On each Interest Payment Date, interest payments shall be made to DTC in same day funds in accordance with existing arrangements between the Trustee and DTC. Thereafter on each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in Book-Entry Notes represented by such Global Notes Securities are recorded in the book-entry system maintained by DTC. Neither the Company Issuer (either as Issuer or as Paying Agent) nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first business day (in Charlotte, North Carolina and New York City) (a “U.S. Business Day Day”) of each month, the Trustee applicable Paying Agent will deliver to the Company and DTC a written list of principal, interest and premium, if any, and interest to be paid on each Global Note maturing either at the Stated Maturity Date (or otherwise becoming due such other Maturity Date as is specified in the applicable Pricing Supplement or Global Note), or on a redemption date in, or for which an option to elect repayment has been received with respect to, the following month. The Trusteeapplicable Paying Agent, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global a Note on or about the fifth U.S. Business Day preceding the Maturity Date of such Global Note. On the Maturity DateAt maturity, the Company will pay to the Trustee applicable Paying Agent in immediately available funds an amount sufficient to make the required paymentsMaturity Date payment, and upon receipt of such funds the Trustee applicable Paying Agent in turn will pay to DTC the principal amount of Global Notesthe Note, together with interest and premium, if any, and interest due on at the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "“Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. .” Promptly after (i) payment to DTC of the principal, interest and premium, if any, and interest due on at the Maturity Date of such Note, the applicable Paying Agent will cause such principal amount of the Note to be debited from the relevant DTC account(s) and enter such reduction in principal amount or the full payment of such Note in its records, and (i) in the case of any Note represented by a Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such or Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesNotes, the Trustee will cancel such Global Note or Global Notes in accordance with the terms of the Indenture or (ii) in the case of any Note represented by a Master Note, the Trustee will make an appropriate endorsement or notation on a schedule to such Master Note in accordance with the Indenture to reflect the reduction in principal amount or full payment of the Supplemental Obligation. In the case of redemption or optional repayment of a portion (in increments of the minimum denomination), but less than all, of the Notes, the Trustee shall (a) either (i) issue a new Global Note, in accordance with the procedures set forth herein and deliver it in the Indenture, representing the balance of the Notes not so redeemed or repaid or (ii) make an appropriate endorsement or notation on a schedule to such Global Note reflecting the decrease in the amount of the Notes represented thereby, in accordance with its terms and the terms of the Indenture, or (b) make an appropriate endorsement or notation on a schedule to the Company Master Note in accordance with an appropriate debit adviceits terms and the terms of the Indenture to reflect the decrease in the amount of the relevant Supplemental Obligation represented by such Master Note. On or about the first U.S. Business Day of each month, the Trustee applicable Paying Agent will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company Operating Partnership and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due in the following month. The Trustee, the Company Operating Partnership and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or 62 about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company Operating Partnership will pay to the Trustee in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "Manner of Payment". ." The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such a Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such a Global Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will cancel such Global Note and deliver it to the Company Operating Partnership with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company Operating Partnership a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company Operating Partnership to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company Operating Partnership will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company Operating Partnership nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are E-12 57 payable in U.S. dollars, at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will cancel such Global Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee FNBC will deliver to the Company Company, DTC and DTC the Trustee a written list of principal, premium, if any, principal and interest to be paid on each Global Note maturing or otherwise becoming due Security at the Maturity thereof in the following month. The TrusteeFNBC, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteMaturity. On the Maturity Dateor before such Maturity, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsFNBC, and upon receipt of such funds the Trustee in turn will pay to DTC as paying agent, the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at such Maturity. FNBC will pay such amount to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee ." If any Maturity of a Global Security representing Book-Entry Notes is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on the at Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel such Global Note Security in accordance with the Indenture and deliver it to so advise the Company with an appropriate debit adviceCompany. On the first Business Day of each month, the Trustee FNBC will deliver to the Company Trustee a written statement indicating the total principal amount of outstanding Outstanding Global Notes Securities as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee FNBC in immediately available funds available for use by the Trustee no later than 10:00 a.m., Noon (New York City time, ) on such date. The Company will make such payment on such Global Notes Securities by instructing FNBC to withdraw funds from an account specified maintained by the TrusteeCompany at FNBC or by wire transfer to FNBC. Upon receipt The Company will confirm any such instructions in writing to FNBC. Prior to 12:30 P.M. (New York City time) on the date of such fundsMaturity or as soon as possible thereafter, the Trustee FNBC will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and principal (together with interest thereon) due on a Global Notes Security on such date. Thereafter on On each Interest Payment Date (other than at Maturity), interest payments shall be made to DTC, in funds available for immediate use by DTC, in accordance with existing arrangements between FNBC and DTC. On each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in Book-Entry Notes represented by such Global Notes Securities are recorded in the book-entry system maintained by DTC. Neither None of the Company nor (as issuer or as paying agent), the Trustee or FNBC shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first Business -------------------- Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such a Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such a Global Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will cancel such Global Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the -------------------- first Business Day of each month, the Trustee Bank One will deliver to the Company and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due in the following month, to the extent then ascertainable. The TrusteeBank One, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company will pay to the Trustee Bank One in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee Bank One in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "Manner of Payment". The Trustee Bank One shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will cancel such Global Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will Harrxx xxxl deliver to the Company Company, DTC and DTC the Trustee a written list of principal, premium, if any, principal and interest to be paid on each Global Note Security maturing (on a Maturity or otherwise becoming due Redemption Date or otherwise) in the following month. The TrusteeHarrxx, the xxe Company and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On the Maturity Dateor before Maturity, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsHarrxx, and upon receipt of such funds the Trustee in turn will pay to DTC xx paying agent, the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at such Maturity. Harrxx xxxl pay such amount to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee If any Maturity of a Global Security representing Book-Entry Notes is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on the at Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel such Global Note Security in accordance with the Indenture and deliver it to so advise the Company with an appropriate debit adviceCompany. On the first Business Day of each month, the Trustee will Harrxx xxxl deliver to the Company Trustee a written statement indicating the total principal amount of outstanding Outstanding Global Notes Securities as of the close of business on the immediately preceding Business Day. If the Maturity of a Book-Entry Note is not a Business Day, the payment due on such day shall be made on the next succeeding Business Day and no interest shall accrue on such payment for the period from and after such Maturity. Manner of Payment. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in Harrxx xx immediately available funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such time required by Harrxx xx such date. The Company will make such payment on such Global Notes Securities by wire transfer or automated clearing house to an account specified by Harrxx. Xhe Company will confirm any such instructions in writing to Harrxx. Xrior to 10 A.M. (New York City time) on the Trustee. Upon receipt date of such fundsMaturity or as soon as possible thereafter, the Trustee will Harrxx xxxl pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and principal (together with interest thereon) due on a Global Notes Security on such date. Thereafter on On each Interest Payment Date (other than at Maturity), interest payments shall be made to DTC, in funds available for immediate use by DTC, in accordance with existing arrangements between Harrxx and DTC. On each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in Book-Entry Notes represented by such Global Notes Securities are recorded in the book-entry system maintained by DTC. Neither None of the Company nor (as issuer or as paying agent), the Trustee or Harrxx shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first Business Day of each monthmonth (or as soon thereafter as such information is determined), the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due subject to redemption or repayment in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, premium (if any, ) and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date maturity date of such Global Note. On the Maturity DateAt such maturity date, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsTrustee, and upon receipt of such funds the Trustee in turn will pay to DTC DTC, the principal amount of Global Notes, together with and premium, if any, and on such Global Note, together with interest due on the Maturity Date, which are payable in U.S. dollarsat such maturity date, at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. ." Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the at Maturity Date of such all Book-Entry Notes represented by a particular Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesNote, the Trustee will cancel such Global Note, make appropriate entries in its records and dispose of such Global Note and deliver it to as provided in the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business DayIndenture. Manner of Payment. The total amount of any principal, premium, if any, premium and interest due on Global Notes on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds immediately available for use by the Trustee no later than 10:00 a.m.as of noon, New York City time, on such date. The Company will make such payment on such Global Notes by wire transfer to the Trustee or by instructing the Trustee to withdraw funds from an account specified maintained by the Company at the Trustee. Upon The Company will confirm any such instructions in writing to the Trustee. For maturity, redemption and other principal payments, prior to 1:00 p.m., New York City time, on each such date or as soon as possible thereafter following receipt of such fundsfunds from the Company, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principalinterest, principal and premium, if any, and interest due on Global Notes on such date; and for interest payments, the Trustee will pay DTC in same day funds on each Interest Payment Date in accordance with existing arrangements between the Trustee and DTC. Thereafter on each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants with payments in whose names the amounts proportionate to their respective holdings in principal amount of beneficial interests interest in such Global Notes Note as are recorded in the book-entry system maintained by DTC. Neither Once payment has been made to DTC, neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly Book-Entry Notes to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Book-Entry Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Book-Entry Note., or as applicable law may otherwise require. Settlement Procedures: Settlement Procedures with regard to each Book-Entry Note sold by each Agent will be as follows:

Payments at Maturity. On or about the first Business Day of each month, the Trustee Chase will deliver to the Company and DTC a written list of principal, premium, if any, and interest (to the extent known) to be paid on each Global Note maturing or otherwise becoming due in the following month. The TrusteeChase, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company will pay to the Trustee Chase in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee Chase in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. ." Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesNote, the Trustee will cancel such Global Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee Chase in funds available for use by the Trustee no later than 10:00 a.m.A.M., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the TrusteeChase. Upon receipt of such funds, the Trustee Chase will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company Company, the Guarantor nor the Trustee Chase shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesNote, the Trustee will cancel such Global Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee Chase will deliver to the Company and DTC a written list of principal, premium, if any, principal and interest (if then ascertainable) to be paid on each Global Note Security maturing (on a Maturity or otherwise becoming due Redemption Date or otherwise) in the following month. The TrusteeChase, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On the Maturity Dateor before Maturity, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsChase, and upon receipt of such funds the Trustee in turn will pay to DTC as paying agent, the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at such Maturity. Chase will pay such amount to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee If any Maturity of a Global Security representing Book-Entry Notes is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on the at Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principalSecurity, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee Chase will cancel such Global Security in accordance with the Indenture and so advise the Company. If the Maturity of a Book-Entry Note and deliver it to is not a Business Day, the Company with an appropriate debit advice. On payment due on such day shall be made on the first next succeeding Business Day of each month, and no interest shall accrue on such payment for the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Dayperiod from and after such Maturity. Manner of Payment. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee Chase in immediately available funds available for use by the Trustee no later than 10:00 a.m., 9:30 A.M. (New York City time, ) on such date. The Company will make such payment on such Global Notes Securities by instructing Chase to withdraw funds from an account specified maintained by the TrusteeCompany at Chase or by wire transfer to Chase. Upon receipt The Company will confirm any such instructions in writ- ing to Chase. Prior to 10 A.M. (New York City time) on the date of such fundsMaturity or as soon as possible thereafter, the Trustee Chase will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and principal (together with interest thereon) due on a Global Notes Security on such date. Thereafter on On each Interest Payment Date (other than at Maturity), interest payments shall be made to DTC, in funds available for immediate use by DTC, in accordance with existing arrangements between Chase and DTC. On each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in Book-Entry Notes represented by such Global Notes Securities are recorded in the book-entry system maintained by DTC. Neither None of the Company nor the Trustee (as issuer or as paying agent) or Chase shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments prin- cipal of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will cancel such Global Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of PaymentMANNER OF PAYMENT. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first U.S. Business Day of each month, the Trustee applicable Paying Agent will deliver to the Company and DTC a written list of principal, premium, if any, interest and interest any premium or other amounts to be paid on each Global Note maturing either at the Stated Maturity Date (or otherwise becoming due such other Maturity Date as is specified in the applicable Pricing Supplement or the applicable Global Note), or on a redemption date in, or for which an option to elect repayment has been received with respect to, the following month. The Trusteeapplicable Paying Agent, the Company and DTC will confirm the amounts of such principal, premium, if any, interest and interest any premium or other payments with respect to each such Global a Note on or about the fifth U.S. Business Day preceding the Maturity Date of such Global Note. On the Maturity DateAt maturity, the Company will pay to the Trustee applicable Paying Agent in immediately available funds an amount sufficient to make the required paymentsMaturity Date payment, and upon receipt of such funds the Trustee applicable Paying Agent in turn will pay to DTC the principal amount of Global Notesthe Note, together with premium, if any, interest and interest any premium or other amounts due on at the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "“Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. .” Promptly after (i) payment to DTC of the principal, premium, if any, interest and interest any premium or other amounts due on at the Maturity Date of such Note, the applicable Paying Agent will cause such principal amount of the Note to be debited from the relevant DTC account(s) and enter such reduction in principal amount or the full payment of such Note in its records, and (i) in the case of any Note represented by a Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such or Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesNotes, the applicable Trustee will cancel such Global Note or Global Notes and/or make an appropriate endorsement or notation on a schedule to such Global Note, in each case in accordance with the terms of the applicable Indenture or (ii) in the case of any Note represented by a Master Note, the applicable Trustee will make an appropriate endorsement or notation on a schedule to such Master Note in accordance with the applicable Indenture to reflect the reduction in principal amount or full payment of the Supplemental Obligation. In the case of redemption or optional repayment of a portion (in increments of the minimum denomination), but less than all, of the Notes, the applicable Trustee shall (a) either (i) issue a new Global Note, in accordance with the procedures set forth herein and deliver it in the applicable Indenture, representing the balance of the Notes not so redeemed or repaid or (ii) make an appropriate endorsement or notation on a schedule to such Global Note reflecting the decrease in the amount of the Notes represented thereby, in accordance with its terms and the terms of the applicable Indenture, or (b) make an appropriate endorsement or notation on a schedule to the Company Master Note in accordance with an appropriate debit adviceits terms and the terms of the Senior Indenture to reflect the decrease in the amount of the relevant Supplemental Obligation represented by such Master Note. On or about the first U.S. Business Day of each month, the Trustee applicable Paying Agent will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premiuminterest, if any, and interest premium or other amounts due on Global Notes on any Interest Payment Date or at the Maturity Date, as the case may be, which is payable in U.S. dollars Date shall be paid by the Company to the Trustee applicable Paying Agent in funds available for use by the Trustee applicable Paying Agent no later than 10:00 11:00 a.m., New York City time, time for DTC Notes on such that date. The Company will make such that payment on such Global those Notes to an account specified by the Trusteeapplicable Paying Agent. Upon receipt of such funds, the Trustee applicable Paying Agent will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, DTC in funds available for immediate use by DTC, DTC each payment in U.S. dollars of principal, premium, if any, interest and interest any premium or other amounts due on Global Notes a Note on such that date. Thereafter on such that date, it is expected that DTC will pay, in accordance with its SDFS operating procedures then in effect, effect such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the applicable book-entry system maintained by DTCsystem. Neither None of the Company nor Company, the Trustee respective Trustees or the applicable Paying Agent shall have any responsibility or liability for the payment in U.S. dollars by DTC or any other clearing system of the principal of, or premium, if any, interest or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC premium or other Person responsible for forwarding payments and materials directly amounts on the Notes to the beneficial owner of such Global NoteParticipants.

Payments at Maturity. On or about the first Business Day of each month, the Trustee JPMorgan Chase will deliver to the Company and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due in the following month, to the extent then ascertainable. The TrusteeJPMorgan Chase, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company will pay to the Trustee JPMorgan Chase in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee JPMorgan Chase in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "Manner of Payment". The Trustee JPMorgan Chase shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will cancel such Global Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee JPMorgan Chase in funds available for use by the Trustee JPMorgan Chase no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the TrusteeJPMorgan Chase. Upon receipt of such funds, the Trustee JPMorgan Chase will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee JPMorgan Chase shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee JPMorgan Chase shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.. Settlement Settlement Procedures with regard to each Note in Procedures: book-entry form sold by an Agent, as agent of the Company, or purchased by an Agent, as principal, will be as follows:

Payments at Maturity. On or about the first U.S. Business Day of each month, the Trustee applicable Paying Agent will deliver to the Company Company, the Guarantor and DTC a written list of principalprincipal and any interest, premium, if any, and interest premium or other amounts to be paid on each Global Note maturing either at the Stated Maturity Date (or otherwise becoming due such other Maturity Date as is specified in the applicable Pricing Supplement or the applicable Global Note), or on a redemption date in, or for which an option to elect repayment has been received with respect to, the following month. The Trusteeapplicable Paying Agent, the Company and DTC will confirm the amounts of such principal, principal and any premium, if any, and interest and/or other payments with respect to each such Global a Note on or about the fifth U.S. Business Day preceding the Maturity Date of such Global Note. On the Maturity DateAt maturity, the Company will pay to the Trustee applicable Paying Agent in immediately available funds an amount sufficient to make the required paymentsMaturity Date payment, and upon receipt of such funds the Trustee applicable Paying Agent in turn will pay to DTC the principal amount of Global Notesthe Note, together with premiumany interest, if any, and interest premium or other amounts due on at the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "“Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. .” Promptly after (i) payment to DTC of the principalprincipal and any interest, premium, if any, and interest premium or other amounts due on at the Maturity Date of such Note, the applicable Paying Agent will cause such principal amount of the Note to be debited from the relevant DTC account(s) and enter such reduction in principal amount or the full payment of such Note in its records, and (i) in the case of any Note represented by a Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such or Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesNotes, the Trustee will cancel such Global Note or Global Notes and/or make an appropriate endorsement or notation on a schedule to such Global Note, in each case in accordance with the terms of the Indenture or (ii) in the case of any Note represented by a Master Note, the Trustee will make an appropriate endorsement or notation on a schedule to such Master Note in accordance with the Indenture to reflect the reduction in principal amount or full payment of the Supplemental Obligation. In the case of redemption or optional repayment of a portion (in increments of the minimum denomination), but less than all, of the Notes, the Trustee shall (a) either (i) issue a new Global Note, in accordance with the procedures set forth herein and deliver it in the Indenture, representing the balance of the Notes not so redeemed or repaid or (ii) make an appropriate endorsement or notation on a schedule to such Global Note reflecting the decrease in the amount of the Notes represented thereby, in accordance with its terms and the terms of the Indenture, or (b) make an appropriate endorsement or notation on a schedule to the Company Master Note in accordance with an appropriate debit adviceits terms and the terms of the Indenture to reflect the decrease in the amount of the relevant Supplemental Obligation represented by such Master Note. On or about the first U.S. Business Day of each month, the Trustee applicable Paying Agent will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total All reductions in principal amount of any principal, premium, if any, and interest due on Global Notes or full payment on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars Note shall be paid recorded by the Company to Security Registrar on the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded Security Register as set forth in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteIndenture.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, interest and premium, if any, and interest to be paid on each Global Book-Entry Note maturing either at Stated Maturity or otherwise becoming due in on a Redemption Date in, or for which Notice of Repayment at the option of the Holder has been received with respect to, the following month. The Trustee, the Company and DTC will confirm the amounts amount of such principal, premium, if any, principal and interest payments with respect to each such Global a Book-Entry Note on or about the fifth Business Day preceding the Maturity Date maturity of such Global Book-Entry Note. On the Maturity DateAt such maturity, the Company will pay to the Trustee as Paying Agent in immediately available funds an amount sufficient to make the required paymentsfunds, and upon receipt of such funds the Trustee as Paying Agent in turn will pay to DTC in immediately available funds, the principal amount of Global Notessuch Note, together with interest and premium, if any, and interest due on the Maturity Date, at such maturity which are payable in U.S. dollars, at the times and in the manner set forth below under "Manner of Payment". ." The Trustee as Paying Agent shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date at maturity of each Global Note such Book-Entry Notes that Participants have elected to receive in foreign or composite currencies directly to such Participants. If any maturity of a Book-Entry Note is not a Business Day, the payment due on such day shall be made on the next succeeding Business Day and no interest shall accrue on such payment for the period from and after such maturity. Promptly after (i) payment to DTC of the principal, interest and premium, if any, and interest due on at the Maturity Date of such Global Book-Entry Note which are payable in U.S. dollars and (ii) payment of the principal, interest and premium, if any, and interest due on at the Maturity Date maturity of such Global Book-Entry Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will promptly cancel such Global Book-Entry Note and periodically destroy groups of such Notes and deliver it a certificate of destruction to the Company with an appropriate debit adviceCompany. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Book-Entry Notes as of the close of business on the immediately preceding Business Day. Manner of PaymentMANNER OF PAYMENT. The total amount of any principal, premium, if any, and interest due on Global Book-Entry Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars at maturity or upon redemption or repayment shall be paid by the Company to the Trustee as Paying Agent in funds available for use by the Trustee no later than 10:00 as Paying Agent as of 9:30 a.m., New York City time, on such date. The Company will make such payment on such Global Book-Entry Notes by instructing the Trustee as Paying Agent to withdraw funds from an account specified maintained by the Trustee. Upon Trustee at Citibank, N.A. Prior to 10:00 a.m., New York City time on such date or as soon as possible thereafter, following receipt of such fundsfunds from the Company, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principalinterest, principal and premium, if any, and interest due on Global Notes a Book-Entry Note on such date. On each Interest Payment Date, interest payment shall be made to DTC in same day funds in accordance with existing arrangements between the Trustee as Paying Agent and DTC. Thereafter on each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. U. S. dollars by DTC to such Participants of the principal of, or of premium, if any, or interest on, the Global Book-Entry Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Book-Entry Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company Operating Partnership and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due in the following month. The Trustee, the Company Operating Partnership and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company Operating Partnership will pay to the Trustee in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "“Manner of Payment". .” The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will cancel such Global Note and deliver it to the Company Operating Partnership with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company Operating Partnership a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee Citibank will deliver to the Company Company, the Depositary and DTC the Trustee a written list of principal, premium, if any, principal and interest to be paid on each Global Note Certificate maturing or otherwise becoming due in the following month. The TrusteeCompany, Citibank and the Company and DTC Depositary will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Certificate on or about the fifth Business Day preceding the Maturity Date of such Global NoteCertificate. On the Maturity Date, the The Company will pay to Citibank as the Trustee in immediately available funds an amount sufficient to make the required paymentsPaying Agent, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of such Global NotesCertificate, together with premium, if any, and interest due on at such Maturity and Citibank will pay such amount to the Maturity Date, which are payable in U.S. dollars, Depositary at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make Promptly after payment to the Depositary of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on at the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principalCertificate, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee Citibank will cancel such Global Note Certificate and deliver it to the Company with an appropriate debit adviceCompany. On Citibank will from time to time, on request by the first Business Day of each monthTrustee, the Trustee will deliver to the Company Trustee a written statement indicating the total principal amount of outstanding Global Notes Certificates for which it serves as Trustee as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and principal and/or interest due on Global Notes Certificates on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee Citibank in funds available for use by the Trustee no later than 10:00 a.m., Citibank as of 9:30 A.M. (New York City time, ) on such date. The Company will make such payment on such Global Notes Certificates by instructing Citibank to withdraw funds from an account specified maintained by the TrusteeCompany at Citibank, N.A. The Company will confirm such instruction in writing to Citibank. Upon receipt of such funds, Citibank will forward to the Trustee will pay by separate wire transfer Company an appropriate debit advice. Prior to 10:00 A.M. (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes City time) on such datedate or as soon as possible thereafter, Citibank will make such payments to the Depositary in same day funds in accordance with the payment provisions contained in the Letter of Representations. Thereafter on The Depositary will allocate such date, DTC will pay, payments to its Participants in accordance with its SDFS existing operating procedures then in effectprocedures. NONE OF THE COMPANY, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the bookTHE TRUSTEE NOR CITIBANK SHALL HAVE ANY RESPONSIBILITY OR LIABILITY FOR THE PAYMENT BY THE DEPOSITARY TO SUCH PARTICIPANTS OF THE PRINCIPAL OF AND INTEREST ON THE BOOK-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteENTRY NOTES.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will cancel such Global Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by 53 separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or 45 about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "Manner of Payment". ." The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will cancel such Global Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of PaymentMANNER OF PAYMENT. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.Company

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company Company, DTC and DTC the Trustee a written list List of principal, premium, if any, principal and interest to be paid on each Global Note Security maturing or otherwise becoming due in the following month. The TrusteeCompany, the Company Trustee and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On the Maturity Date, the The Company will pay to the Trustee in immediately available funds an amount sufficient to make Trustee, as the required paymentspaying agent, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at such Maturity. The Trustee will pay such amount to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. ." Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on at the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel such Global Note Security and deliver it to the Company with an appropriate debit advice. On advice on the first Business Day Date of each month, the Trustee will deliver to the Company prepare a written statement indicating the total principal amount of outstanding Outstanding Global Notes Securities for which it serves as trustee as of the close of business on the immediately preceding Business Day. Manner of PaymentMANNER OF PAYMENT. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., as of 9:30 A.M. (New York City time, ) on such date. The Company will make such payment on such Global Notes Securities by instructing the Trustee to withdraw funds from an account specified maintained by the Company at the Trustee. Upon receipt The Company will confirm such instructions in writing to the Trustee, with a copy to the Trustee under the Indenture governing such Global Securities if such Global ,Securities are of subordinated or junior subordinated rank. For maturity, redemption or any other principal payments: prior to 10 A.M. (New York City time) on such fundsdate or as soon as possible thereafter, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions make such payments to DTC in a form previously specified by DTC) to an account at accordance with existing arrangements between DTC and the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such dateTrustee. Thereafter on such date, DTC will pay, allocate such payments to its participants in accordance with its SDFS existing operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTCprocedures. Neither the Company (either as issuer or as paying Agent) nor the Trustee shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxesthe Book-Entry Notes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Book-Entry Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.. BOOK ENTRY SETTLEMENT PROCEDURES Settlement Procedures with regard to each Book-Entry Note sold by the Company through an Agent, as agent, shall be as follows:

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, interest and premium, if any, and interest to be paid on each Global Book-Entry Note maturing either at Stated Maturity or otherwise becoming due on a Redemption Date in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global a Book-Entry Note on or about the fifth Business Day preceding the Maturity Date of such Global Book-Entry Note. On the At such Maturity Date, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsTrustee, and upon receipt of such funds the Trustee in turn will pay to DTC DTC, the principal amount of Global Notessuch Note, together with interest and premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollarsat such Maturity, at the times and in the manner set forth below under "Manner of Payment". The Trustee If any Maturity of a Book-Entry Note is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, interest and premium, if any, and interest due on at the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesBook-Entry Note, the Trustee will cancel such Global Book-Entry Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Outstanding Book-Entry Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Book-Entry Notes on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 as of 9:30 a.m., New York City time, on such date. The Company will make such payment on such Global Book-Entry Notes by instructing the Trustee to withdraw funds from an account specified maintained by the Company at the Trustee. Upon receipt of The Company will confirm such fundsinstructions in writing to the Trustee. Prior to 10:00 a.m., New York City time, on such date or as soon as possible thereafter, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principalinterest, principal and premium, if any, and interest due on Global Notes a Book-Entry Note on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly Book- Entry Notes to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, principal and interest to be paid on each Global Note Security maturing (on a Maturity or otherwise becoming due Redemption Date or otherwise) in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On the Maturity Dateor before Maturity, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsTrustee, and upon receipt of such funds the Trustee in turn will pay to DTC as paying agent, the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at such Maturity. The Trustee will pay such amount to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee If any Maturity of a Global Security representing Book-Entry Notes is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on the at Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel such Global Note Security in accordance with the Indenture and deliver it to so advise the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business DayCompany. Manner of Payment. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in immediately available funds available for use by the Trustee no later than 10:00 a.m., 11:00 A.M. (New York City time, ) on such date. The Company will make such payment on such Global Notes Securities by instructing the Trustee to withdraw funds from an ac count maintained by the Company at The Chase Manhattan Bank or by wire transfer to an account specified by previously notified to the Company. The Company will confirm any such instructions in writing to the Trustee. Upon receipt Prior to 10 A.M. (New York City time) on the date of such fundsMaturity or as soon as possible thereafter, the Trustee will pay by separate wire transfer (using Fedwire Fed-wire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and principal (together with interest thereon) due on a Global Notes Security on such date. Thereafter on On each Interest Payment Date (other than at Maturity), interest payments shall be made to DTC, in funds available for immediate use by DTC, in accordance with existing arrangements between the Trustee and DTC. On each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in Book-Entry Notes represented by such Global Notes Securities are recorded in the book-entry system maintained by DTC. Neither the Company nor (as issuer or as paying agent) or the Trustee shall have any direct responsibility or liability lia bility for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, and interest to be paid on each Global Book-Entry Note maturing or otherwise becoming due subject to redemption or repayment in the following month. The TrusteeCompany, the Company Trustee and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Book-Entry Note on or about the fifth Business Day preceding the Maturity Date of such Global Book-Entry Note. On the Maturity Date, the The Company will pay to the Trustee in immediately available funds an amount sufficient to make Trustee, as the required paymentspaying agent, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of Global Notessuch Book-Entry Note, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at such Maturity. The Trustee will pay such amount to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on the at Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesBook-Entry Note, the Trustee will cancel such Global Book-Entry Note in accordance with the provisions of the Indenture and deliver it to the Company with record an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business advice on the immediately preceding Business DayMaster Note. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Book-Entry Notes on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in immediately available funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Book-Entry Notes to an account specified by the Trustee. Upon receipt of At Maturity: prior to 10 A.M. (New York City time) on such fundsdate or as soon as possible thereafter, the Trustee will pay by separate wire transfer make such payments to DTC in accordance with DTC's SDFS Paying Agent Operating Procedures. On Interest Payment Dates (using Fedwire message entry instructions other than at Maturity): the Trustee will make such payments to DTC in a form previously specified by DTC) to an account at accordance with existing arrangements between DTC and the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such dateTrustee. Thereafter on such date, DTC will pay, allocate such payments to its Participants in accordance with its SDFS existing operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTCprocedures. Neither the Company nor the Trustee shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, of or premium, if any, or interest on, on the Global Book-Entry Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due subject to redemption (pursuant to a sinking fund or otherwise) or repayment ("Maturity") in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments payments, if any, with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity DateAt Maturity, the Company will pay to and the Trustee in immediately available funds an amount sufficient to will make the required payments, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, payments at the times and in the manner set forth below under "Manner of Payment". The Trustee ." If the date of Maturity of a Note is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the next succeeding Business Day and no additional interest shall accrue for the period from Maturity Date of each Global Note to that Participants have elected to receive in foreign or composite currencies directly to such Participantsnext succeeding Business Day. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premiuminterest, if any, and interest due on the at Maturity Date of such a Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesNote, the Trustee will cancel and destroy such Global Note in accordance with the Indenture and deliver it to so advise the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business DayCompany. Manner of Payment. The total amount of any principal, premium, if any, and interest interest, if any, due on Global Notes on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes by wire transfer to the Trustee or by instructing the Trustee to withdraw funds from an account specified maintained by the Company with the Trustee. Upon receipt of The Company will confirm such fundsinstructions in writing to the Trustee. For payments at Maturity: prior to 10:00 A.M., New York City time, on such date or as soon as possible thereafter, the Trustee will pay in U.S. dollars by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest interest, if any, due on a Global Notes Note on such date. For payments of interest other than at Maturity: the Trustee will pay DTC each payment of interest in U.S. dollars in same-day funds in accordance with existing arrangements between the Trustee and DTC. Thereafter for all payments on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants with payments in whose names the amounts proportionate to their respective holdings in principal amount of beneficial interests interest in such Global Notes Note as are recorded in the book-entry system maintained by DTC. Neither The Company and the Trustee are responsible only for making payment to DTC and neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that to its Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Noteamounts so paid.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, interest and premium, if any, and interest to be paid on each Global Book-Entry Note maturing either at Stated Maturity or otherwise becoming due in on a Redemption Date in, or for which Notice of Repayment at the option of the Holder has been received with respect to, the following month. The Trustee, the Company and DTC will confirm the amounts amount of such principal, premium, if any, principal and interest payments with respect to each such Global a Book-Entry Note on or about the fifth Business Day preceding the Maturity Date maturity of such Global Book-Entry Note. On the Maturity DateAt such maturity, the Company will pay to the Trustee as Paying Agent in immediately available funds an amount sufficient to make the required paymentsfunds, and upon receipt of such funds the Trustee as Paying Agent in turn will pay to DTC in immediately available funds, the principal amount of Global Notessuch Note, together with interest and premium, if any, and interest due on the Maturity Date, at such maturity which are payable in U.S. dollars, at the times and in the manner set forth below under "“Manner of Payment". .” The Trustee as Paying Agent shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date at maturity of each Global Note such Book-Entry Notes that Participants have elected to receive in foreign or composite currencies directly to such Participants. If any maturity of a Book-Entry Note is not a Business Day, the payment due on such day shall be made on the next succeeding Business Day and no interest shall accrue on such payment for the period from and after such maturity. Promptly after (i) payment to DTC of the principal, interest and premium, if any, and interest due on at the Maturity Date of such Global Book-Entry Note which are payable in U.S. dollars and (ii) payment of the principal, interest and premium, if any, and interest due on at the Maturity Date maturity of such Global Book-Entry Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will promptly cancel such Global Book-Entry Note and periodically destroy groups of such Notes and deliver it a certificate of destruction to the Company with an appropriate debit adviceCompany. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Book-Entry Notes as of the close of business on the immediately preceding Business Day. Manner of PaymentMANNER OF PAYMENT. The total amount of any principal, premium, if any, and interest due on Global Book-Entry Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars at maturity or upon redemption or repayment shall be paid by the Company to the Trustee as Paying Agent in funds available for use by the Trustee no later than 10:00 as Paying Agent as of 9:30 a.m., New York City time, on such date. The Company will make such payment on such Global Book-Entry Notes by instructing the Trustee as Paying Agent to withdraw funds from an account specified maintained by the Trustee. Upon Trustee at Citibank, N.A. Prior to 10:00 a.m., New York City time on such date or as soon as possible thereafter, following receipt of such fundsfunds from the Company, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principalinterest, principal and premium, if any, and interest due on Global Notes a Book-Entry Note on such date. On each Interest Payment Date, interest payment shall be made to DTC in same day funds in accordance with existing arrangements between the Trustee as Paying Agent and DTC. Thereafter on each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. U. S. dollars by DTC to such Participants of the principal of, or of premium, if any, or interest on, the Global Book-Entry Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Book-Entry Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding TaxesWITHHOLDING TAXES. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Book-Entry Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, interest and premium, if any, and interest to be paid on each Global Book-Entry Note maturing either at Stated Maturity or otherwise becoming due on a Redemption Date in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global a Book-Entry Note on or about the fifth Business Day preceding the Maturity Date of such Global Book-Entry Note. On the At such Maturity Date, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsTrustee, and upon receipt of such funds the Trustee in turn will pay to DTC DTC, the principal amount of Global Notessuch Note, together with interest and premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollarsat such Maturity, at the times and in the manner set forth below under "Manner of Payment". The Trustee If any Maturity of a Book-Entry Note is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, interest and premium, if any, and interest due on at the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesBook-Entry Note, the Trustee will cancel such Global Book-Entry Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Outstanding Book-Entry Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Book-Entry Notes on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 as of 9:30 a.m., New York City time, on such date. The Company will make such payment on such Global Book-Entry Notes by instructing the Trustee to withdraw funds from an account specified maintained by the Company at the Trustee. Upon receipt of The Company will confirm such fundsinstructions in writing to the Trustee. Prior to 10:00 a.m., New York City time, on such date or as soon as possible thereafter, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.New

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, principal and interest to be paid on each Global Note Security maturing either at Stated Maturity or on a Redemption or Repayment Date or otherwise becoming due in the following month. The TrusteeCompany, the Company Trustee and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity or Redemption or Repayment Date of such Global NoteSecurity. On or before Maturity or such Redemption or Repayment Date, as the Maturity Datecase may be, the Company will pay to the Trustee in immediately available funds an amount sufficient to make Trustee, as the required paymentspaying agent, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the at such Maturity or such Redemption or Repayment Date, which are payable in U.S. dollars, as the case may be. The Trustee will pay such amounts to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee If any Maturity of, or Redemption or Repayment Date relating to, a Global Security representing Book-Entry Notes is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the next succeeding Business Day and no interest shall accrue on such payment for the period from and after such Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such ParticipantsRedemption or Repayment Date, as the case may be. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on the at Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel such Global Note Security in accordance with the terms of the Indenture and deliver it to the Company with an appropriate debit advicea certificate of cancellation. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Outstanding Global Notes Securities for which it serves as trustee as of the close of business on the immediately preceding Business Day. If the Maturity of a Book-Entry Note is not a Business Day, the payment due on such day shall be made on the next succeeding Business Day and no interest shall accrue on such payment for the period from and after such Maturity. Manner of Payment. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars or upon earlier redemption or repayment shall be paid by the Company to the Trustee in immediately available funds available not later than 9:30 A.M. (New York City time) for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes Securities by wire transfer to an the Trustee or by instructing the Trustee to debit the account specified by of the Company maintained with the Trustee. Upon receipt of The Company will confirm such funds, wire transfer instructions in writing to the Trustee. Prior to 3:00 P.M. (New York City time) on each Maturity Date and Redemption and Repayment Date the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and principal (together with interest thereon) due on Global Notes Securities on such dateany Maturity Date or any Redemption or Repayment Date, as the case may be. Thereafter on On each Interest Payment Date (other than at Maturity or any Redemption or Repayment Date), interest payments shall be made to DTC in funds available for immediate use by DTC, in accordance with existing arrangements between the Trustee and DTC. On each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in Book-Entry Notes represented by such Global Notes Securities are recorded in the book-entry system maintained by DTC. Neither the Company (either as issuer or as Paying Agent) nor the Trustee shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, principal and interest to be paid on each Global Note Security maturing (on a Maturity or otherwise becoming due Redemption Date or otherwise) in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On the Maturity Dateor before Maturity, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsTrustee, and upon receipt of such funds the Trustee in turn will pay to DTC as paying agent, the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at such Maturity. The Trustee will pay such amount to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee ." If any Maturity of a Global Security representing Book-Entry Notes is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on the at Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel such Global Note Security in accordance with the Indenture and deliver it to so advise the Company with an appropriate debit adviceCompany. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Outstanding Global Notes Securities as of the close of business on the immediately preceding Business Day. If the Maturity of a Book-Entry Note is not a Business Day, the payment due on such day shall be made on the next succeeding Business Day and no interest shall accrue on such payment for the period from and after such Maturity. Manner of Payment. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in immediately available funds available for use by the Trustee no later than 10:00 a.m., 9:30 A.M. (New York City time, ) on such date. The Company will make such payment on such Global Notes Securities by instructing the Trustee to withdraw funds from an account specified maintained by the Company with the Trustee or by wire transfer to the Trustee. Upon receipt The Company will confirm any such instructions in writing to the Trustee. Prior to 10 A.M. (New York City time) on the date of such fundsMaturity or as soon as possible thereafter, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and principal (together with interest thereon) due on a Global Notes Security on such date. Thereafter on On each Interest Payment Date (other than at Maturity), interest payments shall be made to DTC, in funds available for immediate use by DTC, in accordance with existing arrangements between the Trustee and DTC. On each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in Book-Entry Notes represented by such Global Notes Securities are recorded in the book-entry system maintained by DTC. Neither None of the Company nor (as issuer or as paying agent) or the Trustee shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, interest and premium, if any, and interest to be paid on each Global Book-Entry Note maturing or otherwise becoming due in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global a Book-Entry Note on or about the fifth Business Day preceding the Maturity Date maturity of such Global Book-Entry Note. On the Maturity DateAt such maturity, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsTrustee, and upon receipt of such funds the Trustee in turn will pay to DTC DTC, the principal amount of Global Notessuch Book-Entry Note, together with interest and premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollarsat such maturity, at the times and in the manner set forth below under "Manner of Payment". The Trustee If any maturity of a Book- Entry Note is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such maturity. Promptly after (i) payment to DTC of the principal, interest and premium, if any, and interest due on at the Maturity Date maturity of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesBook-Entry Note, the Trustee will cancel such Global Book-Entry Note and deliver it to the Company with an appropriate debit advice. On Upon the first Business Day request of each monththe Company, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Outstanding Book-Entry Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Book-Entry Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars at maturity shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 as of 9:30 a.m., New York City time, on such date. The Company will make such payment on such Global Book- Entry Notes by instructing the Trustee to withdraw funds from an account specified maintained by the Company at the Trustee. Upon receipt of The Company will confirm such fundsinstructions in writing to the Trustee. For maturity, redemption or any other principal payments: prior to 10:00 a.m., New York City time, on such date or as soon as possible thereafter, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principalinterest, principal and premium, if any, and interest due on Global Notes a Book-Entry Note on such date. For interest payments: the Trustee will make all interest payments to DTC on the Interest Payment Date in same day funds in accordance with existing arrangements between the Trustee and DTC. The Trustee shall not be obligated to transfer any funds to DTC unless and until it has confirmed the receipt of such funds from the Company. Thereafter on such datethe date of the payment of any principal or any Interest Payment Date, as the case may be, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests such Notes issued in such Global Notes book-entry form are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly Book-Entry Notes to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company Trust and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due in the following month. The Trustee, the Company Trust and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company Trust will pay to the Trustee in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "Manner of Payment". ." The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such ParticipantsPartici- pants. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will cancel such Global Note and deliver it to the Company Trust with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company Trust a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company Trust to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company Trust will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company Trust nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal prin- cipal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, interest and premium, if any, and interest to be paid on each Global Book-Entry Note maturing either at Stated Maturity or otherwise becoming due on a Redemption Date in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global a Book-Entry Note on or about the fifth Business Day preceding the Maturity Date of such Global Book-Entry Note. On the At such Maturity Date, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsTrustee, and upon receipt of such funds the Trustee in turn will pay to DTC DTC, the principal amount of Global Notessuch Note, together with interest and premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollarsat such Maturity, at the times and in the manner set forth below under "Manner of Payment". The Trustee If any Maturity of a Book-Entry Note is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, interest and premium, if any, and interest due on at the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesBook-Entry Note, the Trustee will cancel such Global Book-Entry Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Outstanding Book-Entry Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Book-Entry Notes on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 as of 9:30 a.m., New York City time, on such date. The Company will make such payment on such Global Book-Entry Notes by instructing the Trustee to withdraw funds from an account specified maintained by the Company at the Trustee. Upon receipt of The Company will confirm such fundsinstructions in writing to the Trustee. Prior to 10:00 a.m., New York City time, on such date or as soon as possible thereafter, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.specified

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company Issuer and DTC a written list of principal, premium, if any, principal and interest to be paid on each Global Note Security maturing either at Stated Maturity or otherwise becoming due on a Redemption Date occurring in the following monthmonth (to the extent then determinable by the Trustee). The TrusteeIssuer, the Company Trustee and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On the Maturity Date, the Company The Issuer will pay to Wells Fargo Bank, N.A., as the Trustee in immediately available funds an amount sufficient to make the required paymentsPxxxxx Agent, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the Maturity Dateat such Maturity. Wells Fargo Bank, which are payable in U.S. dollars, N.A. will pay xxxx amounts to DTC at the times and in the manner set forth below under "Manner of Payment"" below. The Trustee If any Maturity of a Global Security representing Book-Entry Notes is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on at the Stated Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel such Global Note and Security in accordance with the terms of the Indenture, deliver it to the Company with Issuer an appropriate debit adviceadvice and a certificate of destruction relating to all such cancelled Global Securities. On the first Business Day of each month, the Trustee will deliver to the Company Issuer by facsimile transmission a written statement statement, indicating the total principal amount of outstanding Outstanding Global Notes Securities for which it serves as trustee as of the close of business on the immediately preceding Business Day. Manner of PaymentMANNER OF PAYMENT. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by debited from an account of the Company to Issuer maintained at the Trustee in with funds available for immediate use by in the Trustee no later than 10:00 a.m., New York City time, on amount required for such datepayment. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, interest and interest principal due on a Global Notes Security on such date. On each Interest Payment Date, interest payments shall be made to DTC in same day funds in C-8 accordance with existing arrangements between the Trustee and DTC. Thereafter on each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in Book-Entry Notes represented by such Global Notes Securities are recorded in the book-entry system maintained by DTC. Neither the Company Issuer (either as Issuer or as Paying Agent) nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first Business Day of each month, the Trustee applicable Paying Agent will deliver to the Company and DTC a written list of principalprincipal and any interest, premium, if any, and interest premium or other amounts to be paid on each Global Note maturing either at the Stated Maturity Date (or otherwise becoming due such other Maturity Date as is specified in the applicable Pricing Supplement or the applicable Global Note), or on a redemption date in, or for which an option to elect repayment has been received with respect to, the following month. If the determination of any amounts to be included on such written list is not ascertainable until a later date, in accordance with the terms of the applicable Note, the applicable Paying Agent will provide such amounts as soon as reasonably practicable after the relevant determination is made. The Trusteeapplicable Paying Agent, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and any interest and premium or other payments with respect to each such Global a Note on or about the fifth Business Day preceding the Maturity Date of such Global Note (or such shorter period as shall be necessary under the terms of such Note). On the Maturity DateAt maturity, the Company will pay to the Trustee applicable Paying Agent in immediately available funds an amount sufficient to make the required paymentsMaturity Date payment, and upon receipt of such funds the Trustee applicable Paying Agent in turn will pay to DTC the principal amount of Global Notesthe Note, together with premiumany interest, if any, and interest premium or other amounts due on at the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "“Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. .” Promptly after (i) payment to DTC of the principalprincipal and any interest, premium, if any, and interest premium or other amounts due on at the Maturity Date of such Note, the applicable Paying Agent will cause such principal amount of the Note to be debited from the relevant DTC account(s) and enter such reduction in principal amount or the full payment of such Note in its records, and (i) in the case of any Note represented by a Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such or Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesNotes, the applicable Trustee will cancel such Global Note or Global Notes and/or make the appropriate entries and/or notations on a schedule to such Global Note, in each case in accordance with the terms of the applicable Indenture or (ii) in the case of any Note represented by a Master Note, the applicable Trustee or Security Registrar (if other than the Trustee) will make the appropriate entries and/or notations on a schedule to such Master Note in accordance with the applicable Indenture to reflect the reduction in principal amount or full payment of the Supplemental Obligation. In the case of redemption or optional repayment of a portion (in increments of the minimum denomination), but less than all, of the Notes, the applicable Trustee shall (a) either (i) issue a new Global Note, in accordance with the procedures set forth herein and deliver it in the applicable Indenture, representing the balance of the Notes not so redeemed or repaid or (ii) make an appropriate endorsement or notation on a schedule to such Global Note reflecting the decrease in the amount of the Notes represented thereby, in accordance with its terms and the terms of the applicable Indenture, or (b) make an appropriate endorsement or notation on a schedule to the Company Master Note in accordance with an appropriate debit adviceits terms and the terms of the Senior Indenture to reflect the decrease in the amount of the relevant Supplemental Obligation represented by such Master Note. On or about the first Business Day of each month, the Trustee applicable Paying Agent will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total All reductions in principal amount of any principal, premium, if any, and interest due on Global Notes or full payment on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars Note shall be paid recorded by the Company to Security Registrar on the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded Security Register as set forth in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteIndenture.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC (1) a written list of principal, interest and premium, if any, and interest to be paid on each Global Book-Entry Note maturing either at Stated Maturity or otherwise becoming due on a Redemption Date in the following month, and (2) a written statement indicating the total principal amount of outstanding Book-Entry Notes as of the close of business on the immediately preceding Business Day. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global a Book-Entry Note on or about the fifth Business Day preceding the Maturity Date of such Global Book-Entry Note. On the Maturity DateAt or prior to such Maturity, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee in turn will pay to DTC DTC, the principal amount of Global Notessuch Book-Entry Note, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollarsat such Maturity, at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, interest and premium, if any, and interest due on at the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesBook-Entry Note, the Trustee will cancel such Global Book-Entry Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Book-Entry Notes on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 11:00 a.m., New York City time, on such date. The Company will make such payment on such Global Book-Entry Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principalinterest, principal and premium, if any, and interest due on Global Notes a Book-Entry Note on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly Book-Entry Notes to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each monthmonth (or as soon thereafter as such information is determined), the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due subject to redemption or repayment in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, premium (if any, ) and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date maturity date of such Global Note. On the Maturity DateAt such maturity date, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsTrustee, and upon receipt of such funds the Trustee in turn will pay to DTC DTC, the principal amount of Global Notes, together with and premium, if any, and on such Global Note, together with interest due on the Maturity Date, which are payable in U.S. dollarsat such maturity date, at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. ." Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the at Maturity Date of such all Book-Entry Notes represented by a particular Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesNote, the Trustee will cancel such Global Note, make appropriate entries in its records and dispose of such Global Note and deliver it to as provided in the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business DayIndenture. Manner of Payment. The total amount of any principal, premium, if any, premium and interest due on Global Notes on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds immediately available for use by the Trustee no later than 10:00 a.m.as of noon, New York City time, on such date. The Company will make such payment on such Global Notes by wire transfer to the Trustee or by instructing the Trustee to withdraw funds from an account specified maintained by the Company at the Trustee. Upon The Company will confirm any such instructions in writing to the Trustee. For maturity, redemption and other principal payments, prior to 1:00 p.m., New York City time, on each such date or as soon as possible thereafter following receipt of such fundsfunds from the Company, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principalinterest, principal and premium, if any, and interest due on Global Notes on such date; and for interest payments, the Trustee will pay DTC in same day funds on each Interest Payment Date in accordance with existing arrangements between the Trustee and DTC. Thereafter on each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants with payments in whose names the amounts proportionate to their respective holdings in principal amount of beneficial interests interest in such Global Notes Note as are recorded in the book-entry system maintained by DTC. Neither Once payment has been made to DTC, neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly Book-Entry Notes to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Book-Entry Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Book-Entry Note, or as applicable law may otherwise require.

Payments at Maturity. On or about the first last Business Day of each month, the Trustee will deliver to the Company Issuer and DTC a written list of principal, premium, premium (if any, ) and interest to be paid on each Global Note Security maturing (on a Maturity or otherwise becoming due Redemption Date or otherwise) in the following month. The Trustee, the Company Issuer and DTC will confirm the amounts of such principal, premium, premium (if any, ) and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On or before the Maturity Date, the Company Issuer will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsTrustee, and upon receipt of such funds the Trustee in turn will pay to DTC as paying agent, the principal amount of such Global NotesSecurity, together with premium, if any, any premium and interest due on the Maturity Date, which are payable in U.S. dollars, at such Maturity. The Trustee will pay such amount to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee If any Maturity of a Global Security representing Book Entry Notes is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, premium, premium (if any, ) and interest due on the Maturity Date at Maturity, earlier redemption or Tender of such Global Note which are payable in U.S. dollars and Security (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currencies"Cancelled Security"), the Trustee will cancel such Global Note Security (the "Cancelled Security") in accordance with the Indenture of Mortgage and deliver it so advise the Issuer; provided, however, if such Global Security is not being redeemed or tendered in its entirety, the Trustee shall authenticate a new Global Security in an amount equal to the Company with an appropriate debit adviceprincipal portion of the Cancelled Security not paid. On the first Business Day of each month, the Trustee will deliver to the Company Issuer a written statement indicating the total principal amount of outstanding Outstanding Global Notes Securities as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, premium (if any, ) and interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company Issuer to the Trustee in immediately available funds available for use by the Trustee no later than 10:00 a.m., 9:30 a.m. (New York City time, ) on such date. The Company Issuer will make such payment on such Global Notes Securities by wire transfer of funds available for immediate use to an account specified by the Trustee. Upon receipt The Issuer will confirm any such instructions in writing to the Trustee. Prior to 10:00 a.m. (New York City time) on the date of such fundsMaturity or as soon as possible thereafter, the Trustee will pay pay, from funds received by the Issuer, by separate wire transfer (using Fedwire Fed wire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, principal (together with any premium and interest thereon) due on a Global Notes Security on such date. Thereafter on On each Interest Payment Date (other than at Maturity), interest payments shall be made to DTC, in funds available for immediate use by DTC, in accordance with existing arrangements between the Trustee and DTC. On each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, ,such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in Book-Entry Notes represented by such Global Notes Securities are recorded in the book-entry system maintained by DTC. Neither the Company Issuer (as issuer or as paying agent) nor the Trustee shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company Company, DTC and DTC the Trustee a written list List of principal, premium, if any, principal and interest to be paid on each Global Note Security maturing or otherwise becoming due in the following month. The TrusteeCompany, the Company Trustee and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On the Maturity Date, the The Company will pay to the Trustee in immediately available funds an amount sufficient to make Trustee, as the required paymentspaying agent, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at such Maturity. The Trustee will pay such amount to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. ." Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on at the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel such Global Note Security and deliver it to the Company with an appropriate debit advice. On advice on the first Business Day Date of each month, the Trustee will deliver to the Company prepare a written statement indicating the total principal amount of outstanding Outstanding Global Notes Securities for which it serves as trustee as of the close of business on the immediately preceding Business Day. Manner of PaymentMANNER OF PAYMENT. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., as of 9:30 A.M. (New York City time, ) on such date. The Company will make such payment on such Global Notes Securities by instructing the Trustee to withdraw funds from an account specified maintained by the Company at the Trustee. Upon receipt The Company will confirm such instructions in writing to the Trustee, with a copy to the Trustee under the Indenture governing such Global Securities if such Global ,Securities are of subordinated or junior subordinated rank. For maturity, redemption or any other principal payments: prior to 10 A.M. (New York City time) on such fundsdate or as soon as possible thereafter, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions make such payments to DTC in a form previously specified by DTC) to an account at accordance with existing arrangements between DTC and the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such dateTrustee. Thereafter on such date, DTC will pay, allocate such payments to its participants in accordance with its SDFS existing operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTCprocedures. Neither the Company (either as issuer or as paying Agent) nor the -4- Trustee shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxesthe Book-Entry Notes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Book-Entry Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.. BOOK ENTRY SETTLEMENT PROCEDURES Settlement Procedures with regard to each Book-Entry Note sold by the Company through an Agent, as agent, shall be as follows:

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note maturing or otherwise becoming due in the following month. The Trustee, the Company and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity Date, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of Global Notes, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will cancel such Global Note and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company Ford Credit and DTC a written list of principal, premium, if any, and interest to be paid on each Global Note representing Book- Entry Notes maturing or otherwise becoming due subject to redemption (pursuant to a sinking fund or otherwise) or repayment in the following month. The Trustee, the Company Ford Credit and DTC will confirm the amounts of such principal, premium, if any, and interest payments with respect to each such Global Note on or about the fifth Business Day preceding the Maturity Date of such Global Note. On the Maturity DateAt Maturity, the Company Ford Credit will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsTrustee, and upon receipt of such funds the Trustee in turn will pay to DTC DTC, the principal amount of Global Notes, together with and premium, if any, and on such Global Note, together with interest due on the Maturity Date, which are payable in U.S. dollarsat such Maturity, at the times and in the manner set forth below under "Manner of Payment". The Trustee If any Maturity of a Global Note is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no Interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, premium, if any, and interest due on the at Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of all other Book-Entry Notes represented by such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesNote, the Trustee will cancel such mark the Global Note "paid", microfiche the paid Global Note, destroy the Global Note and deliver it send the microfiche directly to the Company txx Xccounting Services Department of Ford Credit with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company Ford Credit to the Trustee in funds available for use by the Trustee no later than on such date. Ford Credit will make such payment on such Global Notes by instructing the Trustee to withdraw funds from an account maintained by Ford Credit with Chemical Bank. Ford Credit will confirm such instructions in writing to the Trustee. For Maturity, Redemption and other principal payments: prior to 10:00 a.m.A.M., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such fundsdate or as soon as possible thereafter, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principalinterest, premium, if any, and or principal (together with interest thereon) due on a Global Notes Note on such date. For Interest Payments: the Trustee will pay DTC such payments in same-day funds in accordance with existing arrangements between the Trustee and DTC. Thereafter for all payments on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants with payments in whose names the amounts proportionate to their respective holdings in principal amount of beneficial interests interest in such Global Notes Note as are recorded in the book-entry system maintained by DTC. Neither the Company Ford Credit nor the Trustee shall have any direct responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly Book- Entry Notes to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company and DTC a written list of principal, interest and premium, if any, and interest to be paid on each Global Book-Entry Note maturing either at Stated Maturity or otherwise becoming due in on a Redemption Date in, or for which Notice of Repayment at the option of the Holder has been received with respect to, the following month. The Trustee, the Company and DTC will confirm the amounts amount of such principal, premium, if any, principal and interest payments with respect to each such Global a Book-Entry Note on or about the fifth Business Day preceding the Maturity Date maturity of such Global Book-Entry Note. On the Maturity DateAt such maturity, the Company will pay to the Trustee as Paying Agent in immediately available funds an amount sufficient to make the required paymentsfunds, and upon receipt of such funds the Trustee as Paying Agent in turn will pay to DTC in immediately available funds, the principal amount of Global Notessuch Note, together with interest and premium, if any, and interest due on the Maturity Date, at such maturity which are payable in U.S. dollars, at the times and in the manner set forth below under "“Manner of Payment". .” The Trustee as Paying Agent shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date at maturity of each Global Note such Book-Entry Notes that Participants have elected to receive in foreign or composite currencies directly to such Participants. If any maturity of a Book-Entry Note is not a Business Day, the payment due on such day shall be made on the next succeeding Business Day and no interest shall accrue on such payment for the period from and after such maturity. Promptly after (i) payment to DTC of the principal, interest and premium, if any, and interest due on at the Maturity Date of such Global Book-Entry Note which are payable in U.S. dollars and (ii) payment of the principal, interest and premium, if any, and interest due on at the Maturity Date maturity of such Global Book-Entry Note to those Participants who have elected to receive such payments in foreign or composite currencies, the Trustee will promptly cancel such Global Book-Entry Note and periodically destroy groups of such Notes and deliver it a certificate of destruction to the Company with an appropriate debit adviceCompany. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Book-Entry Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total amount of any principal, premium, if any, and interest due on Global Notes on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global Note.

Payments at Maturity. On or about the first Business Day -------------------- of each month, the each Trustee will deliver to the Company and DTC a written list of principal, premium, if any, principal and interest to be paid on each Global Note Security for which such Person serves as Trustee maturing either at Stated Maturity or otherwise becoming due on a Redemption or Repayment Date in the following month. The TrusteeCompany, the Company Trustees and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On the Maturity Date, the The Company will pay to the applicable Trustee (in immediately available funds an amount sufficient to make the required payments, and upon receipt of such funds the Trustee in turn will pay to DTC funds) the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at such Maturity. Such Trustee will pay such amounts to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee If any Maturity of a Global Security representing Book-Entry Notes is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on at the Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the applicable Trustee will cancel such Global Note Security in accordance with the terms of the applicable Indenture and deliver it to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver a certificate with respect to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Daysuch cancellation. Manner of Payment. The total amount of any principal, premium, if any, principal and ----------------- interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the applicable Trustee in funds available for immediate use by the such Trustee no later than 10:00 a.m., as of 9:30 A.M. (New York City time, ) on such date. The Company will make such payment on such Global Notes Securities by wire transfer to an account specified by the applicable Trustee. Upon receipt of The Company will confirm such fundsinstructions in writing to the applicable Trustee. Prior to 10 A.M. (New York City time) on each Maturity Date or as soon as possible thereafter, the applicable Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest or principal (together with interest thereon) due on a Global Notes Security on such dateMaturity Date. On each Interest Payment Date, interest payments shall be made to DTC in same day funds in accordance with existing arrangements between the Trustees and DTC. Thereafter on each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants institutions that have accounts with the Depositary or its nominee ("participants") and in whose names the beneficial interests in Book-Entry Notes represented by such Global Notes Securities are recorded in the book-entry system maintained by DTC. Neither None of the Company nor and the Trustee Trustees shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first Business Day of each month, the Trustee will deliver to the Company Issuer and DTC a written list of principal, premium, if any, principal and interest to be paid on each Global Book-Entry Note maturing either at stated maturity or otherwise becoming due on a redemption or repayment date in the following month. The TrusteeIssuer, the Company Trustee and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Book-Entry Note on or about the fifth Business Day preceding the Maturity Date maturity of such Global Book-Entry Note. On the Maturity Date, the Company The Issuer will pay to the Trustee in immediately available funds an amount sufficient to make Trustee, as the required paymentspaying agent, and upon receipt of such funds the Trustee in turn will pay to DTC the principal amount of Global Notessuch Book-Entry Note, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at such maturity. The Trustee will pay such amounts to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee If any maturity of a Book-Entry Note is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such maturity. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on at the Maturity Date maturity of such a Book-Entry Note represented by a Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel and destroy such Global Note Security in accordance with the terms of the Indenture and deliver it a certificate of destruction to the Company with an appropriate debit advice. On the first Business Day of each month, the Trustee will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business DayIssuer. Manner of Payment. —The total amount of any principal, premium, if any, principal and interest due on Global Book-Entry Notes on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company Issuer to the Trustee in funds available for use by the Trustee no later than 10:00 a.m., as of 9:30 a.m. (New York City time), or as soon as practicable thereafter on such date. The Company Issuer will make such payment on such Global Book-Entry Notes by wire transfer to an account specified by the Trustee. Upon The Issuer will confirm instructions regarding payment in writing to the Trustee. Prior to 10:00 a.m. (New York City time) on each maturity date or as soon as possible thereafter, following receipt of such fundsfunds from the Issuer, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and principal (together with interest thereon) due on Global Book-Entry Notes on such any maturity date. Thereafter On each Interest Payment Date, interest payment shall be made to DTC in same-day funds in accordance with existing arrangements between the Trustee and DTC. Thereafter, on each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Book-Entry Notes are recorded in the book-entry system maintained by DTC. Neither the Company Issuer nor the Trustee shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.

Payments at Maturity. On or about the first Business Day of each month, the Trustee applicable Paying Agent will deliver to the Company Company, the Guarantor and DTC a written list of principalprincipal and any interest, premium, if any, and interest premium or other amounts to be paid on each Global Note maturing either at the Stated Maturity Date (or otherwise becoming due such other Maturity Date as is specified in the applicable Pricing Supplement or the applicable Global Note), or on a redemption date in, or for which an option to elect repayment has been received with respect to, the following month. If the determination of any amounts to be included on such written list is not ascertainable until a later date, in accordance with the terms of the applicable Note, the applicable Paying Agent will provide such amounts as soon as reasonably practicable after the relevant determination is made. The Trusteeapplicable Paying Agent, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and any interest and premium or other payments with respect to each such Global a Note on or about the fifth Business Day preceding the Maturity Date of such Global Note (or such shorter period as shall be necessary under the terms of such Note). On the Maturity DateAt maturity, the Company will pay to the Trustee applicable Paying Agent in immediately available funds an amount sufficient to make the required paymentsMaturity Date payment, and upon receipt of such funds the Trustee applicable Paying Agent in turn will pay to DTC the principal amount of Global Notesthe Note, together with premiumany interest, if any, and interest premium or other amounts due on at the Maturity Date, which are payable in U.S. dollars, at the times and in the manner set forth below under "“Manner of Payment". The Trustee shall make payment of the principal, premium, if any, and interest to be paid on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. .” Promptly after (i) payment to DTC of the principalprincipal and any interest, premium, if any, and interest premium or other amounts due on at the Maturity Date of such Note, the applicable Paying Agent will cause such principal amount of the Note to be debited from the relevant DTC account(s) and enter such reduction in principal amount or the full payment of such Note in its records, and (i) in the case of any Note represented by a Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such or Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesNotes, the Trustee will cancel such Global Note or Global Notes and/or make the appropriate entries and/or notations on a schedule to such Global Note, in each case in accordance with the terms of the Indenture or (ii) in the case of any Note represented by a Master Note, the Trustee or Security Registrar (if other than the Trustee) will make the appropriate entries and/or notations on a schedule to such Master Note in accordance with the Indenture to reflect the reduction in principal amount or full payment of the Supplemental Obligation. In the case of redemption or optional repayment of a portion (in increments of the minimum denomination), but less than all, of the Notes, the Trustee shall (a) either (i) issue a new Global Note, in accordance with the procedures set forth herein and deliver it in the Indenture, representing the balance of the Notes not so redeemed or repaid or (ii) make an appropriate endorsement or notation on a schedule to such Global Note reflecting the decrease in the amount of the Notes represented thereby, in accordance with its terms and the terms of the Indenture, or (b) make an appropriate endorsement or notation on a schedule to the Company Master Note in accordance with an appropriate debit adviceits terms and the terms of the Indenture to reflect the decrease in the amount of the relevant Supplemental Obligation represented by such Master Note. On or about the first Business Day of each month, the Trustee applicable Paying Agent will deliver to the Company a written statement indicating the total principal amount of outstanding Global Notes as of the close of business on the immediately preceding Business Day. Manner of Payment. The total All reductions in principal amount of any principal, premium, if any, and interest due on Global Notes or full payment on any Interest Payment Date or the Maturity Date, as the case may be, which is payable in U.S. dollars Note shall be paid recorded by the Company to Security Registrar on the Trustee in funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes to an account specified by the Trustee. Upon receipt of such funds, the Trustee will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and interest due on Global Notes on such date. Thereafter on such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in such Global Notes are recorded Security Register as set forth in the book-entry system maintained by DTC. Neither the Company nor the Trustee shall have any responsibility or liability for the payment in U.S. dollars by DTC of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteIndenture.

Payments at Maturity. On or about the first Business Day of each month, the Trustee Deutsche Bank will deliver to the Company and DTC a written list of principal, premium, if any, principal and interest to be paid on each Global Note Security maturing or otherwise becoming due in the following month. The TrusteeDeutsche Bank, the Company and DTC will confirm the amounts of such principal, premium, if any, principal and interest payments with respect to each such Global Note Security on or about the fifth Business Day preceding the Maturity Date of such Global NoteSecurity. On the Maturity Dateor before Maturity, the Company will pay to the Trustee in immediately available funds an amount sufficient to make the required paymentsDeutsche Bank, and upon receipt of such funds the Trustee in turn will pay to DTC as paying agent, the principal amount of such Global NotesSecurity, together with premium, if any, and interest due on the Maturity Date, which are payable in U.S. dollars, at such Maturity. Deutsche Bank will pay such amount to DTC at the times and in the manner set forth below under "Manner of Payment". The Trustee If any maturity of a Global Security representing Book-Entry Notes is not a Business Day, the payment due on such day shall make payment of the principal, premium, if any, and interest to be paid made on the Maturity Date of each Global Note that Participants have elected to receive in foreign or composite currencies directly to next succeeding Business Day and no interest shall accrue on such Participantspayment for the period from and after such Maturity. Promptly after (i) payment to DTC of the principal, premium, if any, principal and interest due on the at Maturity Date of such Global Note which are payable in U.S. dollars and (ii) payment of the principal, premium, if any, and interest due on the Maturity Date of such Global Note to those Participants who have elected to receive such payments in foreign or composite currenciesSecurity, the Trustee will cancel such Global Note Security in accordance with the Indenture and deliver it to so advise the Company with an appropriate debit adviceCompany. On the first Business Day of each month, the Trustee Deutsche Bank will deliver to the Company a written statement indicating the total principal amount of outstanding Outstanding Global Notes Securities as of the close of business on the immediately preceding Business Day. If the Maturity of a Book-Entry Note is not a Business Day, the payment due on such day shall be made on the next succeeding Business Day and no interest shall accrue on such payment for the period from and after such Maturity. Manner of Payment. The total amount of any principal, premium, if any, principal and interest due on Global Notes Securities on any Interest Payment Date or the at Maturity Date, as the case may be, which is payable in U.S. dollars shall be paid by the Company to the Trustee Deutsche Bank in immediately available funds available for use by the Trustee no later than 10:00 a.m., New York City time, on such date. The Company will make such payment on such Global Notes Securities by instructing Deutsche Bank to withdraw funds from an account specified (Account # 381544) maintained by the TrusteeCompany at Deutsche Bank or by wire transfer to Deutsche Bank. Upon receipt The Company will confirm any such instructions in writing to Deutsche Bank. Prior to 10 A.M. (New York City time) on the date of such fundsMaturity or as soon as possible thereafter, the Trustee Deutsche Bank will pay by separate wire transfer (using Fedwire message entry instructions in a form previously specified by DTC) to an account at the Federal Reserve Bank of New York previously specified by DTC, in funds available for immediate use by DTC, each payment in U.S. dollars of principal, premium, if any, and principal (together with interest thereon) due on a Global Notes Security on such date. Thereafter on On each Interest Payment Date (other than at Maturity), interest payments shall be made to DTC, in funds available for immediate use by DTC, in accordance with existing arrangements between Deutsche Bank and DTC. On each such date, DTC will pay, in accordance with its SDFS operating procedures then in effect, such amounts in funds available for immediate use to the respective Participants in whose names the beneficial interests in Book-Entry Notes represented by such Global Notes Securities are recorded in the book-entry system maintained by DTC. Neither the Company nor the Trustee Deutsche Bank shall have any direct responsibility or liability for the payment in U.S. dollars by DTC to such Participants of the principal of, or premium, if any, or interest on, the Global Notes. The Trustee shall make all payments of principal, premium, if any, and interest on each Global Note that Participants have elected to receive in foreign or composite currencies directly to such Participants. Withholding Taxes. The amount of any taxes required under applicable law to be withheld from any interest payment on a Global Note will be determined and withheld by the Participant, indirect participant in DTC or other Person responsible for forwarding payments and materials directly to the beneficial owner of such Global NoteBook-Entry Notes.