Common use of Procedures for Exchange Clause in Contracts

Procedures for Exchange. (a) In order to effect an exchange of Exchangeable Notes, the Noteholder shall notify the Exchange Administrator in writing, substantially in the form of Exhibit B hereto, by e-mail at xxx.xxxxxxxx@xxxxxx.xxx, and in accordance with the requirements set forth herein, no later than two Business Days before the proposed exchange date. The exchange date with respect to any exchange can be any Business Day other than the first or last Business Day of the month, the Payment Date, the Record Date related to the next Payment Date or the Business Day following such Record Date. The notice must be on the Noteholder's letterhead, carry a medallion stamp guarantee and set forth the following information: (i) the CUSIP number of each Exchangeable Note or Notes (as applicable) to be exchanged and of each Exchangeable Note or Notes (as applicable) to be received; (ii) the outstanding Class Principal Balance (or Notional Principal Amount) and the original Class Principal Balance (or Notional Principal Amount) of the Exchangeable Notes to be exchanged; (iii) the Noteholder’s DTC participant numbers to be debited and credited; and (iv) the proposed exchange date. After receiving the notice, the Exchange Administrator will e-mail the Noteholder with wire payment instructions relating to the exchange fee. The Noteholder will utilize the “Deposit and Withdrawal System” at DTC to exchange the Exchangeable Notes. A notice becomes irrevocable on the second Business Day before the proposed exchange date. (b) Notwithstanding any other provision herein set forth, a fee shall be payable by the exchanging Noteholder to the Exchange Administrator in connection with each exchange equal to $5,000. Such fee must be received by the Exchange Administrator prior to the exchange date or such exchange shall not be effected. In addition, any Holder wishing to effect an exchange must pay any other expenses related to such exchange, including any fees charged by DTC. (c) The Exchange Administrator shall notify the Global Agent with respect to any exchanges of Class M Notes for MAC Notes (and vice versa) at the time of such exchange. (d) The Global Agent will make the first distribution on a Class M Note or a MAC Note received in an exchange transaction on the Payment Date in the month following the exchange to the Noteholder of record as of the close of business on the last day of the month of the exchange.

Procedures for Exchange. (a) In order to effect an exchange of Exchangeable Notes, the Noteholder shall notify the Exchange Administrator in writing, substantially in the form of Exhibit B hereto, by e-mail at xxx.xxxxxxxx@xxxxxx.xxx, and in accordance with the requirements set forth herein, no later than two Business Days before the proposed exchange date. The exchange date with respect to any exchange can be any Business Day other than the first or last Business Day of the month, the Payment Date, the Record Date related to the next Payment Date or the Business Day following such Record Date. The notice must be on the Noteholder's letterhead, carry a medallion stamp guarantee and set forth the following information: (i) the CUSIP number of each Exchangeable Note or Notes (as applicable) to be exchanged and of each Exchangeable Note or Notes (as applicable) to be received; (ii) the outstanding Class Principal Balance (or Notional Principal Amount) and the original Class Principal Balance (or Notional Principal Amount) of the Exchangeable Notes to be exchanged; (iii) the Noteholder’s DTC participant numbers to be debited and credited; and (iv) the proposed exchange date. After receiving the notice, the Exchange Administrator will e-mail the Noteholder with wire payment instructions relating to the exchange fee. The Noteholder will utilize the “Deposit and Withdrawal System” at DTC to exchange the Exchangeable Notes. A notice becomes irrevocable on the second Business Day before the proposed exchange date. (b) Notwithstanding any other provision herein set forth, a fee shall be payable by the exchanging Noteholder to the Exchange Administrator in connection with each exchange equal to $5,000. Such fee must be received by the Exchange Administrator prior to the exchange date or such exchange shall not be effected. In addition, any Holder wishing to effect an exchange must pay any other expenses related to such exchange, including any fees charged by DTC. (c) The Exchange Administrator shall notify the Global Agent with respect to any exchanges of Class M Original Notes for MAC Notes (and vice versa) at the time of such exchange. (d) The Global Agent will make the first distribution on a Class M an Original Note or a MAC Note received in an exchange transaction on the Payment Date in the month following the exchange to the Noteholder of record as of the close of business on the last day of the month of the exchange.

Procedures for Exchange. (ai) In order to effect an exchange of Exchange Notes and/or Exchangeable NotesNotes (except with respect to the exchange of any Exchangeable Combination of Exchange Notes for the corresponding Exchangeable Notes on the Series 2024-1 Closing Date), the Noteholder or the Note Owner, as applicable, shall notify the Exchange Administrator in writing, substantially deliver a notice in the form of set forth in Exhibit B heretoE attached hereto (an “Exchange Letter”) to the Trustee, by e-mail at xxx.xxxxxxxx@xxxxxx.xxxxxxxxxxxxxx, and no later than three (3) Business Days before the proposed date on which the Noteholder or the Note Owner, as applicable, proposes to make the exchange (the “Exchange Date”). The Exchange Date may occur on any Business Day other than a day that is within five (5) Business Days prior to any Quarterly Payment Date. Notwithstanding anything herein to the contrary, other than exchanges that take place on the Series 2024-1 Closing Date in connection with the initial issuance of the Notes, no exchanges of Exchange Notes and/or Exchangeable Notes may occur until after the fifth (5th) Business Day following the Series 2024-1 Closing Date in accordance with the requirements set forth herein, no later than two Business Days before the proposed exchange date. The exchange date with respect to any exchange can be any Business Day other than Exchange Letter delivered by the first or last Business Day of the month, the Payment Date, the Record Date related to the next Payment Date Noteholder or the Business Day following such Record Date. The notice Note Owner, as applicable, pursuant to this Section 4.3(c)(i) must be signed by two officers authorized to execute on behalf of such Noteholder or Note Owner, as applicable (which the Noteholder's letterhead, carry a medallion stamp guarantee and set forth the following information: (i) the CUSIP number of each Exchangeable Note or Notes (as applicable) Trustee shall be entitled to be exchanged and of each Exchangeable Note or Notes (as applicable) to be received; (ii) the outstanding Class Principal Balance (or Notional Principal Amount) and the original Class Principal Balance (or Notional Principal Amount) of the Exchangeable Notes to be exchanged; (iii) the Noteholder’s DTC participant numbers to be debited and credited; and (iv) the proposed exchange date. After receiving the notice, the Exchange Administrator will e-mail the Noteholder with wire payment instructions relating to the exchange fee. The Noteholder will utilize the “Deposit and Withdrawal System” at DTC to exchange the Exchangeable Notes. A notice becomes irrevocable conclusively rely on the second Business Day before the proposed exchange datewithout investigation). (bii) Notwithstanding any other provision herein set forth, unless waived by the Trustee in its sole discretion, a fee shall be payable by the exchanging Noteholder or Note Owner, as applicable, to the Exchange Administrator Trustee in connection with each exchange equal to $5,0002,500 (the “Exchange Fee”). Such fee must be received by the Exchange Administrator Trustee prior to the exchange date Exchange Date or such exchange shall not be effected. In addition, any Holder Noteholder or Note Owner, as applicable, wishing to effect an exchange must pay any other expenses related to such exchange, including any fees charged by DTC. (ciii) After receiving the Exchange Letter, the Trustee will e-mail the Noteholder or the Note Owner, as applicable, with wire payment instructions relating to the Exchange Fee. The Trustee and the Noteholder or the Note Owner, as applicable, will utilize the “Deposit Withdrawal System” at DTC to exchange the corresponding Exchange Administrator Notes and Exchangeable Notes. The certification shall notify become irrevocable on the Global Agent with respect second (2nd) Business Day prior to any exchanges of Class M Notes for MAC Notes (and vice versa) at the time of such exchangeproposed Exchange Date. (div) The Global Agent will make For the first distribution on a Class M avoidance of doubt, the Trustee (in each of its respective capacities, including, but not limited to, its capacities as Note or a MAC Note received Registrar and Paying Agent) shall be entitled to conclusively rely on, and shall be fully protected in an exchange transaction on relying and acting on, the Payment Date in the month following the exchange to the Noteholder of record as of the close of business on the last day of the month of the exchangecertifications and/or notifications set forth herein.

Procedures for Exchange. (a) In order to effect an exchange of Exchangeable Notes, the Noteholder shall notify the Exchange Administrator in writing, substantially in the form of Exhibit B hereto, by e-mail at xxx.xxxxxxxx@xxxxxx.xxxxxxxxxxxxxxx.xxxxxxxxxxxx@xx.xxx, and in accordance with the requirements set forth herein, no later than two Business Days before the proposed exchange date. The exchange date with respect to any exchange can be any Business Day other than the first or last Business Day of the month, the Payment Date, the Record Date related to the next Payment Date or the Business Day following such Record Date. The notice must be on the Noteholder's letterhead, carry a medallion stamp guarantee and set forth the following information: (i) the CUSIP number of each Exchangeable Note or Notes (as applicable) to be exchanged and of each Exchangeable Note or Notes (as applicable) to be received; (ii) the outstanding Class Principal Balance (or Notional Principal Amount) and the original Class Principal Balance (or Notional Principal Amount) of the Exchangeable Notes to be exchanged; (iii) the Noteholder’s DTC participant numbers to be debited and credited; and (iv) the proposed exchange date. After receiving the notice, the Exchange Administrator will e-mail the Noteholder with wire payment instructions relating to the exchange fee. The Noteholder will utilize the “Deposit and Withdrawal System” at DTC to exchange the Exchangeable Notes. A notice becomes irrevocable on the second Business Day before the proposed exchange date. (b) Notwithstanding any other provision herein set forth, a fee shall be payable by the exchanging Noteholder to the Exchange Administrator in connection with each exchange equal to $5,000. Such fee must be received by the Exchange Administrator prior to the exchange date or such exchange shall not be effected. In addition, any Holder wishing to effect an exchange must pay any other expenses related to such exchange, including any fees charged by DTC. (c) The Exchange Administrator shall notify the Global Agent with respect to any exchanges of Class M Notes for MAC Notes (and vice versa) at the time of such exchange. (d) The Global Agent will make the first distribution payment on a any Class M Note or a MAC Note received by a Noteholder in an exchange transaction on the Payment Date in the month following the exchange related to the Noteholder of record as of the close of business on the last day of the month of next Record Date following the exchange.

Procedures for Exchange. (a) In order to effect an exchange of Exchangeable NotesNotes and MAC Notes (except with respect to the deemed exchange of the Class M-3A and Class M-3B Notes in their entirety for the Class M-3 Notes on the Closing Date), the Noteholder shall notify the Exchange Administrator in writing, substantially in the form of Exhibit B hereto, by e-mail at xxx.xxxxxxxx@xxxxxx.xxx, and in accordance with the requirements set forth herein, no later than two Business Days before the proposed exchange date. The exchange date with respect to any such exchange can be any Business Day other than the first or last Business Day of the month, a Payment Date (except with respect to the Payment Strip Initial Exchange Date), the Record Date related to the next Payment Date or the Business Day following such Record Date. The notice must be on the Noteholder's letterhead, carry a medallion stamp guarantee and set forth the following information: (i) the CUSIP number of each Exchangeable Note or Notes and MAC Note or Notes (as applicable) to be exchanged and of each Exchangeable Note or Notes and MAC Note or Notes (as applicable) to be received; (ii) the outstanding Class Principal Balance (or Notional Principal Amount) and the original Class Principal Balance (or Notional Principal Amount) of the Exchangeable Notes and MAC Notes to be exchanged; (iii) the Noteholder’s DTC participant numbers to be debited and credited; and (iv) the proposed exchange date. After receiving the notice, the Exchange Administrator will e-mail the Noteholder with wire payment instructions relating to the exchange fee. The Noteholder will utilize the “Deposit and Withdrawal System” at DTC to exchange the Exchangeable Notes and the MAC Notes. A notice becomes irrevocable on the second Business Day before the proposed exchange date. (b) Notwithstanding any other provision herein set forth, a fee shall be payable by the exchanging Noteholder to the Exchange Administrator in connection with each exchange (except with respect to the deemed exchange of the Class M-3A and Class M-3B Notes in their entirety for the Class M-3 Notes on the Closing Date) equal to $5,000. 5,000 Such fee must be received by the Exchange Administrator prior to the exchange date or such exchange shall not be effected. In addition, any Holder wishing to effect an exchange must pay any other expenses related to such exchange, including any fees charged by DTC. (c) The Exchange Administrator shall notify the Global Agent with respect to any exchanges of Class M Exchangeable Notes for MAC Notes (and vice versa) at the time of such exchange. (d) The Exchange Administrator shall notify the Issuer and Irish listing agent set forth in Section 8(d) of this Agreement with respect to any exchanges of Exchangeable Notes for MAC Notes (and vice versa) at the time of such exchange. The Exchange Administrator shall provide the Issuer and Irish listing counsel with a notification, which shall be substantially in the form of Exhibit E. (e) The Global Agent will make the first distribution on a Class M an Exchangeable Note or a MAC Note received in an exchange transaction on the Payment Date in the month following the exchange to the Noteholder of record as of the close of business on the last day of the month of the exchange; provided, however, that with respect to the deemed exchange of the Class M-3A and Class M-3B Notes in their entirety for the Class M-3 Notes on the Closing Date, the first distribution on the Class M-3 Notes shall be on the Payment Date occurring in May 2016.

Procedures for Exchange. (a) In order to effect an exchange of Exchangeable NotesNotes (except with respect to the Closing Date Deemed Exchange), the Noteholder shall notify the Exchange Administrator in writing, substantially in the form of Exhibit B hereto, by e-mail at xxx.xxxxxxxx@xxxxxx.xxxxxxxxxxxxxxxxx@xxxx.xxx, and in accordance with the requirements set forth herein, no later than two Business Days before the proposed exchange date. The exchange date with respect to any such exchange can be any Business Day other than the first or last Business Day of the month, the a Payment Date, the Record Date related to the next Payment Date or the Business Day following such Record Date. The notice must be on the Noteholder's letterhead, carry a medallion stamp guarantee and set forth the following information: (i) the CUSIP number of each Exchangeable Note or Notes or MAC Note or Notes (as applicable) to be exchanged and of each Exchangeable Note or Notes or MAC Note or Notes (as applicable) to be received; (ii) the outstanding Class Principal Balance (or Notional Principal Amount) and the original Class Principal Balance (or Notional Principal Amount) of the Exchangeable Notes to be exchanged; (iii) the Noteholder’s DTC participant numbers to be debited and credited; and (iv) the proposed exchange date. After receiving the notice, the Exchange Administrator will e-mail the Noteholder with wire payment instructions relating to the exchange fee. The Noteholder will utilize the “Deposit and Withdrawal System” at DTC to exchange the Exchangeable Notes. A notice becomes irrevocable on the second Business Day before the proposed exchange date. (b) Notwithstanding any other provision herein set forth, a fee shall be payable by the exchanging Noteholder to the Exchange Administrator in connection with each exchange (except with respect to the Closing Date Deemed Exchange) equal to $5,000. Such fee must be received by the Exchange Administrator prior to the exchange date or such exchange shall not be effected. In addition, any Holder wishing to effect an exchange must pay any other expenses related to such exchange, including any fees charged by DTC. (c) The Exchange Administrator shall notify the Global Agent with respect to any exchanges of Class M Notes for MAC Notes (and vice versa) at the time of such exchange. (d) The Exchange Administrator shall notify the Issuer with respect to any exchanges of Notes at the time of such exchange. The Exchange Administrator shall provide the Issuer with a notification, which shall be substantially in the form of Exhibit E. (e) The Global Agent will shall make the first distribution payment on a Class M any Exchangeable Note or a MAC Note received by a Holder in an exchange transaction on the Payment Date in related to the month next Record Date following the exchange exchange; provided, however, that with respect to the Noteholder of record as of Closing Date Deemed Exchange, the close of business first payment on the last day of Class M-2 Notes shall be on the month of the exchangePayment Date occurring in April 2018.

Procedures for Exchange. (a) In order to effect an exchange of Exchangeable NotesNotes and MAC Notes (except with respect to the deemed exchange of the Class M-2A and Class M-2B Notes in their entirety for the Class M-2 Notes on the Closing Date), the Noteholder shall notify the Exchange Administrator in writing, substantially in the form of Exhibit B hereto, by e-mail at xxx.xxxxxxxx@xxxxxx.xxx, and in accordance with the requirements set forth herein, no later than two Business Days before the proposed exchange date. The exchange date with respect to any such exchange can be any Business Day other than the first or last Business Day of the month, the a Payment Date, the Record Date related to the next Payment Date or the Business Day following such Record Date. The notice must be on the Noteholder's letterhead, carry a medallion stamp guarantee and set forth the following information: (i) the CUSIP number of each Exchangeable Note or Notes and MAC Note or Notes (as applicable) to be exchanged and of each Exchangeable Note or Notes and MAC Note or Notes (as applicable) to be received; (ii) the outstanding Class Principal Balance (or Notional Principal Amount) and the original Class Principal Balance (or Notional Principal Amount) of the Exchangeable Notes and MAC Notes to be exchanged; (iii) the Noteholder’s DTC participant numbers to be debited and credited; and (iv) the proposed exchange date. After receiving the notice, the Exchange Administrator will e-mail the Noteholder with wire payment instructions relating to the exchange fee. The Noteholder will utilize the “Deposit and Withdrawal System” at DTC to exchange the Exchangeable Notes and the MAC Notes. A notice becomes irrevocable on the second Business Day before the proposed exchange date. (b) Notwithstanding any other provision herein set forth, a fee shall be payable by the exchanging Noteholder to the Exchange Administrator in connection with each exchange (except with respect to the deemed exchange of the Class M-2A and Class M-2B Notes in their entirety for the Class M-2 Notes on the Closing Date) equal to $5,000. Such fee must be received by the Exchange Administrator prior to the exchange date or such exchange shall not be effected. In addition, any Holder wishing to effect an exchange must pay any other expenses related to such exchange, including any fees charged by DTC. (c) The Exchange Administrator shall notify the Global Agent with respect to any exchanges of Class M Exchangeable Notes for MAC Notes (and vice versa) at the time of such exchange. (d) The Exchange Administrator shall notify the Issuer with respect to any exchanges of Exchangeable Notes for MAC Notes (and vice versa) at the time of such exchange. The Exchange Administrator shall provide the Issuer with a notification, which shall be substantially in the form of Exhibit E. (e) The Global Agent will make the first distribution on a Class M an Exchangeable Note or a MAC Note received in an exchange transaction on the Payment Date in the month following the exchange to the Noteholder of record as of the close of business on the last day of the month of the exchange; provided, however, that with respect to the deemed exchange of the Class M-2A and Class M-2B Notes in their entirety for the Class M-2 Notes on the Closing Date, the first distribution on the Class M-2 Notes shall be on the Payment Date occurring in May 2017.

Procedures for Exchange. (a) In order to effect an exchange of Exchangeable Notes (except with respect to the deemed exchange on the Closing Date of (x) the Class M-2A and Class M-2B Notes in their entirety for the Class M-2 Notes, (y) the Class M-2AD and Class M-2BD Notes in their entirety for the Class M-2D Notes and (z) the Class B-1D and Class B-1I Notes, in whole or in part, for the Class B-1 Notes), the Noteholder shall notify the Exchange Administrator in writing, substantially in the form of Exhibit B hereto, by e-mail at xxx.xxxxxxxx@xxxxxx.xxx, and in accordance with the requirements set forth herein, no later than two Business Days before the proposed exchange date. The exchange date with respect to any such exchange can be any Business Day other than the first or last Business Day of the month, the a Payment Date, the Record Date related to the next Payment Date or the Business Day following such Record Date. The notice must be on the Noteholder's letterhead, carry a medallion stamp guarantee and set forth the following information: (i) the CUSIP number of each Exchangeable Note or Notes or MAC Note or Notes (as applicable) to be exchanged and of each Exchangeable Note or Notes or MAC Note or Notes (as applicable) to be received; (ii) the outstanding Class Principal Balance (or Notional Principal Amount) and the original Class Principal Balance (or Notional Principal Amount) of the Exchangeable Notes to be exchanged; (iii) the Noteholder’s DTC participant numbers to be debited and credited; and (iv) the proposed exchange date. After receiving the notice, the Exchange Administrator will e-mail the Noteholder with wire payment instructions relating to the exchange fee. The Noteholder will utilize the “Deposit and Withdrawal System” at DTC to exchange the Exchangeable Notes. A notice becomes irrevocable on the second Business Day before the proposed exchange date. (b) Notwithstanding any other provision herein set forth, a fee shall be payable by the exchanging Noteholder to the Exchange Administrator in connection with each exchange (except with respect to the deemed exchange on the Closing Date of (x) the Class M-2A and Class M-2B Notes in their entirety for the Class M-2 Notes, (y) the Class M-2AD and Class M-2BD Notes in their entirety for the Class M-2D Notes and (z) the Class B-1D and Class B-1I Notes, in whole or in part, for the Class B-1 Notes) equal to $5,000. Such fee must be received by the Exchange Administrator prior to the exchange date or such exchange shall not be effected. In addition, any Holder wishing to effect an exchange must pay any other expenses related to such exchange, including any fees charged by DTC. (c) The Exchange Administrator shall notify the Global Agent with respect to any exchanges of Class M Notes for MAC Notes (and vice versa) at the time of such exchange. (d) The Exchange Administrator shall notify the Issuer with respect to any exchanges of Notes at the time of such exchange. The Exchange Administrator shall provide the Issuer with a notification, which shall be substantially in the form of Exhibit E. (e) The Global Agent will shall make the first distribution payment on a Class M any Exchangeable Note or a MAC Note received by a Holder in an exchange transaction on the Payment Date in related to the month next Record Date following the exchange exchange; provided, however, that with respect to the Noteholder of record as of the close of business deemed exchange on the last day Closing Date of (x) the month of Class M-2A and Class M-2B Notes in their entirety for the exchangeClass M-2 Notes, (y) the Class M-2AD and Class M-2BD Notes in their entirety for the Class M-2D Notes and (z) the Class B-1D and Class B-1I Notes, in whole or in part, for the Class B-1 Notes, the first payment on the Class M-2, Class M-2D and Class B-1 Notes shall be on the Payment Date occurring in January 2018.

Procedures for Exchange. (a) In order to effect an exchange of Exchangeable NotesNotes (except with respect to the deemed exchange of the Class M-2A and Class M-2B Notes in their entirety for the Class M-2 Notes on the Closing Date), the Noteholder shall notify the Exchange Administrator in writing, substantially in the form of Exhibit B hereto, by e-mail at xxx.xxxxxxxx@xxxxxx.xxxxxxxx.xxxxxxxx@xxxx.xxx, and in accordance with the requirements set forth herein, no later than two Business Days before the proposed exchange date. The exchange date with respect to any such exchange can be any Business Day other than the first or last Business Day of the month, the a Payment Date, the Record Date related to the next Payment Date or the Business Day following such Record Date. The notice must be on the Noteholder's letterhead, carry a medallion stamp guarantee and set forth the following information: (i) the CUSIP number of each Exchangeable Note or Notes or MAC Note or Notes (as applicable) to be exchanged and of each Exchangeable Note or Notes or MAC Note or Notes (as applicable) to be received; (ii) the outstanding Class Principal Balance (or Notional Principal Amount) and the original Class Principal Balance (or Notional Principal Amount) of the Exchangeable Notes to be exchanged; (iii) the Noteholder’s DTC participant numbers to be debited and credited; and (iv) the proposed exchange date. After receiving the notice, the Exchange Administrator will e-mail the Noteholder with wire payment instructions relating to the exchange fee. The Noteholder will utilize the “Deposit and Withdrawal System” at DTC to exchange the Exchangeable Notes. A notice becomes irrevocable on the second Business Day before the proposed exchange date. (b) Notwithstanding any other provision herein set forth, a fee shall be payable by the exchanging Noteholder to the Exchange Administrator in connection with each exchange (except with respect to the deemed exchange of the Class M-2A and Class M-2B Notes in their entirety for the Class M-2 Notes on the Closing Date) equal to $5,000. Such fee must be received by the Exchange Administrator prior to the exchange date or such exchange shall not be effected. In addition, any Holder wishing to effect an exchange must pay any other expenses related to such exchange, including any fees charged by DTC. (c) The Exchange Administrator shall notify the Global Agent with respect to any exchanges of Class M Notes for MAC Notes (and vice versa) at the time of such exchange. (d) The Exchange Administrator shall notify the Issuer with respect to any exchanges of Notes at the time of such exchange. The Exchange Administrator shall provide the Issuer with a notification, which shall be substantially in the form of Exhibit E. (e) The Global Agent will shall make the first distribution payment on a Class M any Exchangeable Note or a MAC Note received by a Holder in an exchange transaction on the Payment Date in related to the month next Record Date following the exchange exchange; provided, however, that with respect to the Noteholder of record as deemed exchange of the close of business Class M-2A and Class M-2B Notes in their entirety for the Class M-2 Notes on the last day of Closing Date, the month of first payment on the exchangeClass M-2 Notes shall be on the Payment Date occurring in November 2017.

Procedures for Exchange. (a) In order to effect an exchange of Exchangeable NotesNotes (except with respect to the deemed exchange of the Class M-2A and Class M-2B Notes in their entirety for the Class M-2 Notes on the Closing Date), the Noteholder shall notify the Exchange Administrator in writing, substantially in the form of Exhibit B hereto, by e-mail at xxx.xxxxxxxx@xxxxxx.xxx, and in accordance with the requirements set forth herein, no later than two Business Days before the proposed exchange date. The exchange date with respect to any such exchange can be any Business Day other than the first or last Business Day of the month, the a Payment Date, the Record Date related to the next Payment Date or the Business Day following such Record Date. The notice must be on the Noteholder's letterhead, carry a medallion stamp guarantee and set forth the following information: (i) the CUSIP number of each Exchangeable Note or Notes or MAC Note or Notes (as applicable) to be exchanged and of each Exchangeable Note or Notes or MAC Note or Notes (as applicable) to be received; (ii) the outstanding Class Principal Balance (or Notional Principal Amount) and the original Class Principal Balance (or Notional Principal Amount) of the Exchangeable Notes to be exchanged; ; (iii) the Noteholder’s DTC participant numbers to be debited and credited; and (iv) the proposed exchange date. After receiving the notice, the Exchange Administrator will e-mail the Noteholder with wire payment instructions relating to the exchange fee. The Noteholder will utilize the “Deposit and Withdrawal System” at DTC to exchange the Exchangeable Notes. A notice becomes irrevocable on the second Business Day before the proposed exchange date. (b) Notwithstanding any other provision herein set forth, a fee shall be payable by the exchanging Noteholder to the Exchange Administrator in connection with each exchange (except with respect to the deemed exchange of the Class M-2A and Class M-2B Notes in their entirety for the Class M-2 Notes on the Closing Date) equal to $5,000. Such fee must be received by the Exchange Administrator prior to the exchange date or such exchange shall not be effected. In addition, any Holder wishing to effect an exchange must pay any other expenses related to such exchange, including any fees charged by DTC. (c) The Exchange Administrator shall notify the Global Agent with respect to any exchanges of Class M Notes for MAC Notes (and vice versa) at the time of such exchange. (d) The Exchange Administrator shall notify the Issuer with respect to any exchanges of Notes at the time of such exchange. The Exchange Administrator shall provide the Issuer with a notification, which shall be substantially in the form of Exhibit E. (e) The Global Agent will shall make the first distribution payment on a Class M any Exchangeable Note or a MAC Note received by a Holder in an exchange transaction on the Payment Date in related to the month next Record Date following the exchange exchange; provided, however, that with respect to the Noteholder of record as deemed exchange of the close of business Class M-2A and Class M-2B Notes in their entirety for the Class M-2 Notes on the last day of Closing Date, the month of first payment on the exchange.Class M-2 Notes shall be on the Payment Date occurring in February 2018

Procedures for Exchange. (a) In order to effect an exchange of Exchangeable NotesNotes (except with respect to the deemed exchange of the Class M-2A and Class M-2B Notes in their entirety for the Class M-2 Notes on the Closing Date), the Noteholder shall notify the Exchange Administrator in writing, substantially in the form of Exhibit B hereto, by e-mail at xxx.xxxxxxxx@xxxxxx.xxx, and in accordance with the requirements set forth herein, no later than two Business Days before the proposed exchange date. The exchange date with respect to any such exchange can be any Business Day other than the first or last Business Day of the month, the a Payment Date, the Record Date related to the next Payment Date or the Business Day following such Record Date. The notice must be on the Noteholder's letterhead, carry a medallion stamp guarantee and set forth the following information: (i) the CUSIP number of each Exchangeable Note or Notes or MAC Note or Notes (as applicable) to be exchanged and of each Exchangeable Note or Notes or MAC Note or Notes (as applicable) to be received; (ii) the outstanding Class Principal Balance (or Notional Principal Amount) and the original Class Principal Balance (or Notional Principal Amount) of the Exchangeable Notes to be exchanged; ; (iii) the Noteholder’s DTC participant numbers to be debited and credited; and (iv) the proposed exchange date. After receiving the notice, the Exchange Administrator will e-mail the Noteholder with wire payment instructions relating to the exchange fee. The Noteholder will utilize the “Deposit and Withdrawal System” at DTC to exchange the Exchangeable Notes. A notice becomes irrevocable on the second Business Day before the proposed exchange date. (b) Notwithstanding any other provision herein set forth, a fee shall be payable by the exchanging Noteholder to the Exchange Administrator in connection with each exchange (except with respect to the deemed exchange of the Class M-2A and Class M-2B Notes in their entirety for the Class M-2 Notes on the Closing Date) equal to $5,000. Such fee must be received by the Exchange Administrator prior to the exchange date or such exchange shall not be effected. In addition, any Holder wishing to effect an exchange must pay any other expenses related to such exchange, including any fees charged by DTC. (c) The Exchange Administrator shall notify the Global Agent with respect to any exchanges of Class M Notes for MAC Notes (and vice versa) at the time of such exchange. (d) The Exchange Administrator shall notify the Issuer with respect to any exchanges of Notes at the time of such exchange. The Exchange Administrator shall provide the Issuer with a notification, which shall be substantially in the form of Exhibit E. (e) The Global Agent will shall make the first distribution payment on a Class M any Exchangeable Note or a MAC Note received by a Holder in an exchange transaction on the Payment Date in related to the month next Record Date following the exchange exchange; provided, however, that with respect to the Noteholder of record as deemed exchange of the close of business Class M-2A and Class M-2B Notes in their entirety for the Class M-2 Notes on the last day of Closing Date, the month of first payment on the exchange.Class M-2 Notes shall be on the Payment Date occurring in October 2017