Common use of Registrar, Paying Agent and Conversion Agent Clause in Contracts

Registrar, Paying Agent and Conversion Agent. The Company shall maintain an office or agency where Securities may be presented for registration of transfer or for exchange (“Registrar”), an office or agency where Securities may be presented for payment (“Paying Agent”) and an office or agency where Securities may be presented for conversion (“Conversion Agent”). The Corporate Trust Office shall serve as the office or agency for the aforementioned purposes. The Registrar shall keep a register of the Securities and of their transfer and exchange. The Company may appoint or change one or more co-Registrars, one or more additional paying agents and one or more additional conversion agents without notice and may act in any such capacity on its own behalf. The term “Registrar” includes any co-Registrar; the term “Paying Agent” includes any additional paying agent; and the term “Conversion Agent” includes any additional conversion agent. The Company shall enter into an appropriate agency agreement with any Securities Agent not a party to this Indenture. The agreement shall implement the provisions of this Indenture that relate to such Securities Agent. The Company shall notify the Trustee of the name and address of any Securities Agent not a party to this Indenture. If the Company fails to maintain a Registrar, Paying Agent or Conversion Agent, the Trustee shall act as such. The Company initially appoints the Trustee as Paying Agent, Registrar and Conversion Agent.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain maintain, or shall cause to be maintained, (i) an office or agency where Securities may be presented for registration of transfer or for exchange (“Registrar”), (ii) an office or agency where Securities may be presented for payment (“Paying Agent”) and (iii) an office or agency where Securities may be presented for conversion (“Conversion Agent”). The Corporate Trust Office shall serve as the office or agency for the aforementioned purposes. The Registrar shall keep a register of the Securities and of their transfer and exchange. The Company may appoint or change one or more co-Registrarsregistrars, one or more additional paying agents and one or more additional conversion agents without notice agents, subject to providing written notification to the Trustee of any such new registrar, paying agent or conversion agent, and may act in any such capacity on its own behalf. The term “Registrar” includes any co-Registrarregistrar; the term “Paying Agent” includes any additional paying agent; and the term “Conversion Agent” includes any additional conversion agent. The Company shall enter into an appropriate agency agreement with any Securities Agent not a party to this Indenture. The Such agency agreement shall implement the provisions of this Indenture that relate to such Securities Agent. The Company shall notify the Trustee in writing of the name and address of any Securities Agent not a party to this Indenture. If the Company fails to maintain a Registrar, Paying Agent or Conversion Agent, the Trustee shall act as such. The Company initially appoints the Trustee as Paying Agent, Registrar and Conversion Agent.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain an office or agency where Securities may be presented for registration of transfer or for exchange (“Registrar”), an office or agency where Securities may be presented for payment (“Paying Agent”) and an office or agency where Securities may be presented for conversion (“Conversion Agent”). The Corporate Trust Office shall serve as the office or agency for the aforementioned purposes. The Registrar shall keep a register of the Securities and of their transfer and exchange. The Company may appoint or change one or more co-Registrarsregistrars, one or more additional paying agents and one or more additional conversion agents without notice and may act in any such capacity on its own behalf. The term “Registrar” includes any co-Registrarregistrar; the term “Paying Agent” includes any additional paying agent; and the term “Conversion Agent” includes any additional conversion agent. The Company shall enter into an appropriate agency agreement with any Securities Agent not a party to this Indenture. The agreement shall implement the provisions of this Indenture that relate to such Securities Agent. The Company shall notify the Trustee of the name and address of any Securities Agent not a party to this Indenture. If the Company fails to maintain a Registrar, Paying Agent or Conversion Agent, the Trustee shall act as such. The Company initially appoints the Trustee as Paying Agent, Registrar and Conversion Agent.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain an office or agency where Securities may be presented for registration of transfer or for exchange (“Registrar”), an office or agency where Securities may be presented for payment (“Paying Agent”) and an office or agency where Securities may be presented for conversion (“Conversion Agent”). The Corporate Trust Office shall serve as the office or agency for the aforementioned purposes. The Registrar shall keep a register of the Securities and of their transfer and exchange. The Company may appoint or change one or more co-Registrarsregistrars, one or more additional paying agents and one or more additional conversion agents without notice and may act in any such capacity on its own behalf. The term “Registrar” includes any co-Registrarregistrar; the term “Paying Agent” includes any additional paying agent; and the term “Conversion Agent” includes any additional conversion agent. The Company shall enter into an appropriate agency agreement with any Securities Agent not a party to this Indenture. The agreement shall implement the provisions of this Indenture that relate to such Securities Agent. The Company shall notify the Trustee of the name and address of any Securities Agent not a party to this Indenture. If the Company fails to maintain a Registrar, Paying Agent or Conversion Agent, the Trustee shall be so notified and appointed to act as such. The Company initially appoints the Trustee as Paying Agent, Registrar and Conversion Agent.

Registrar, Paying Agent and Conversion Agent. The following provision, together with Section 2.06 hereof, replaces Section 3.5 of the Base Indenture with respect to the Notes. The Company shall maintain an office or agency in The City of New York where Securities Notes may be presented for registration of transfer or for exchange (“Registrar”), an office or agency where Securities Notes may be presented for payment (“Paying Agent” or “paying agent”) and an office or agency where Securities the Notes may be presented for conversion (“Conversion Agent”). The Corporate Trust Office shall serve as the office or agency for the aforementioned purposes. The Registrar shall keep a register of the Securities Notes and of their transfer and exchangeexchange (the “Securities Register”). The Company may appoint or change one or more co-Registrars, registrars and one or more additional paying agents and one or more additional conversion agents without notice and may act in any such capacity on its own behalfagents. The term “Registrar” includes any co-Registrar; registrar, the term “Paying Agent” includes any additional paying agent; , and the term “Conversion Agent” includes any additional conversion agent. The Company shall enter into an appropriate agency agreement with may change any Securities Paying Agent, Registrar or Conversion Agent not a party without notice to this Indenture. The agreement shall implement the provisions of this Indenture that relate to such Securities Agentany Holder. The Company shall notify the Trustee in writing of the name and address of any Securities Agent not a party to this the Indenture. If the Company fails to appoint or maintain a Registrar, another entity as Registrar or Paying Agent or Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries may act as Paying Agent or Registrar. The Company initially appoints the Trustee to act as the Registrar, Paying Agent, Registrar Agent and Conversion Agent.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain an office or agency where Securities may be presented for registration of transfer or for exchange (“Registrar”"REGISTRAR"), an office or agency where Securities may be presented for redemption, repurchase or payment (“Paying Agent”) and "PAYING AGENT"), an office or agency where Securities may be presented for conversion (“Conversion Agent”). The Corporate Trust Office shall serve as the "CONVERSION AGENT") and an office or agency for where notices and demands to or upon the aforementioned purposesCompany in respect of the Securities and this Indenture may be served. The Registrar shall keep a register of the Securities (the "REGISTER") and of their transfer and exchange. The Company may appoint or change have one or more co-Registrarsregistrars, one or more additional paying agents and one or more additional conversion agents without notice and may act in any such capacity on its own behalfagents. The term “Registrar” includes any co-Registrar; the term “Paying Agent” Agent includes any additional paying agent; and the , including any named pursuant to Section 6.5. The term “Conversion Agent” Agent includes any additional conversion agent, including any named pursuant to Section 6.5. The Company shall enter into an appropriate limited agency agreement with any Securities Registrar, Paying Agent, Conversion Agent not or co-registrar (in each case, if such Registrar, agent or co-registrar is a party to this IndenturePerson other than the Trustee). The Each such agreement shall implement the provisions of this Indenture that relate to such Securities Agentagent. The Company shall notify the Trustee of the name and address of any Securities Agent not a party to this Indenturesuch agent. If the Company fails to maintain a Registrar, Paying Agent or Conversion Agent, the Trustee shall act as suchsuch and shall be entitled to appropriate compensation therefor pursuant to Section 9.7. The Company hereby initially appoints the Trustee as Registrar, Paying Agent, Registrar Agent and Conversion AgentAgent at its Corporate Trust Office in connection with the Securities.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain an office or agency in the Borough of Manhattan, The City of New York, where Securities may be presented for registration of transfer or for exchange (“Registrar”"REGISTRAR"), an office or agency where Securities may be presented for payment (“Paying Agent”"PAYING AGENT") and an office or agency where Securities may be presented for conversion (“Conversion Agent”"CONVERSION AGENT"). The Corporate Trust Office shall serve as the office or agency for the aforementioned purposes. The Registrar shall keep a register of the Securities and of their transfer and exchange. The Company may appoint or change one or more co-Registrarsregistrars, one or more additional paying agents and one or more additional conversion agents without notice and may act in any such capacity on its own behalf. The term “"Registrar” " includes any co-Registrarregistrar; the term “"Paying Agent” " includes any additional paying agent; and the term “"Conversion Agent” " includes any additional conversion agent. The Company shall enter into an appropriate agency agreement with any Securities Agent not a party to this Indenture. The agreement shall implement the provisions of this Indenture that relate to such Securities Agent. The Company shall notify the Trustee of the name and address of any Securities Agent not a party to this Indenture. If the Company fails to maintain a Registrar, Paying Agent or Conversion Agent, the Trustee shall act as such. The Company initially appoints the Trustee as Paying Agent, Registrar and Conversion Agent.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain maintain, or shall cause to be maintained, (i) an office or agency where Securities may be presented for registration of transfer or for exchange (“Registrar”), (ii) an office or agency where Securities may be presented for payment (“Paying Agent”) and (iii) an office or agency where Securities may be presented for conversion (“Conversion Agent”). The Corporate Trust Office shall serve as the office or agency for the aforementioned purposes. The Registrar shall keep a register of the Securities and of their transfer and exchange. The Company may appoint or change one or more co-Registrarsregistrars, one or more additional paying agents and one or more additional conversion agents without notice agents, subject to providing written notification to the Trustee of any such new registrar, paying agent or conversion agent, and may act in any such capacity on its own behalf. The term “Registrar” includes any co-Registrarregistrar; the term “Paying Agent” includes any additional paying agent; and the term “Conversion Agent” includes any additional conversion agent. The Company shall enter into an appropriate agency agreement with any Securities Agent not a party to this Indenture. The Such agency agreement shall implement the provisions of this Indenture that relate to such Securities Agent. The Company shall notify the Trustee in writing of the name and address of any Securities Agent not a party to this Indenture. If the Company fails to maintain a Registrar, Paying Agent or Conversion Agent, the Trustee shall act as such. The Company initially appoints the Trustee as Paying Agent, Registrar and Conversion Agent.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain an office or agency for each series of Securities where Securities of that series may be presented for registration of transfer or for exchange (“"Registrar”), an office or agency where Securities may be presented for payment (“Paying Agent”") and an office or agency where Securities of that series may be presented for (i) payment ("Paying Agent") or (ii) if such Securities are convertible into Capital Stock of the Company for conversion (“"Conversion Agent”"). The Corporate Trust Office shall serve as the office or agency for the aforementioned purposes. The Registrar shall keep a register of the Securities of that series and of their transfer and exchange. The Company may appoint or change one or more co-Registrars, registrars and one or more additional paying agents and one or more additional conversion agents without notice and may act in any such capacity on its own behalfagents. The term “"Registrar” " includes any co-Registrar; registrar, the term “"Paying Agent” " includes any additional paying agent; agent and the term “"Conversion Agent” " includes any additional conversion agent. The Company shall enter into an appropriate agency agreement with any Securities Agent not a party to this Indenture. The agreement shall implement the provisions of this Indenture that relate to such Securities that Agent. The Company shall notify the Trustee of the name and address of any Securities Agent not a party to this Indenture. The Company may change any Agent without notice to any Holder. If the Company fails to appoint or maintain a another entity as Registrar, Paying Agent or or, if applicable, Conversion Agent, the Trustee shall act as such. The Company initially appoints the Trustee or any of its Subsidiaries may act as Paying Agent, Registrar and or, if applicable, Conversion Agent.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain an office or agency where Securities may be presented for registration of transfer or for exchange (“Registrar”), an office or agency in the United States where Securities may be presented for purchase or payment (“Paying Agent”) and ), an office or agency where Securities may be presented for conversion (“Conversion Agent”). The Corporate Trust Office shall serve as the , and an office or agency for where notices and demands to or upon the aforementioned purposesCompany in respect of the Securities and this First Supplemental Indenture may be served. The Registrar shall keep a register of the Securities (“Register”) and of their transfer and exchange. The Company may appoint or change have one or more co-Registrarsregistrars, one or more additional paying agents agents, and one or more additional conversion agents without notice and may act in any such capacity on its own behalfagents. The term “Registrar” includes any co-Registrar; registrar, the term “Paying Agent” includes any additional paying agent; agent and the term “Conversion Agent” includes any additional conversion agent, including any named pursuant to Section 10.2 of the Base Indenture. The Company shall enter into an appropriate agency agreement with any Securities Agent not a party to this First Supplemental Indenture. The agreement shall implement the provisions of this First Supplemental Indenture that relate to such Securities Agent. The Company shall notify the Trustee in writing of the name and address of any Securities Agent not a party to this First Supplemental Indenture. If the Company fails to maintain a Registrar, Paying Agent or Conversion AgentAgent or agent for service of notices and demands in any place required by this First Supplemental Indenture, or fails to give the foregoing notice, the Trustee shall act as such. The Company or any Affiliate of the Company may act as Paying Agent. The Company hereby initially appoints the Trustee as Registrar, Paying Agent, Registrar Agent and Conversion AgentAgent in connection with the Securities.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain an office or agency where Securities may be presented for registration of transfer or for exchange (“"Registrar”"), an office or agency where Securities may be presented for purchase or payment (“"Paying Agent”") and an office or agency where Securities may be presented for conversion into Class A Common Stock (“"Conversion Agent”"). The Corporate Trust Office shall serve as the office or agency for the aforementioned purposes. The Registrar shall keep a register of the Securities and of their transfer and exchange. The Company may appoint or change have one or more co-Registrarsregistrars, one or more additional paying agents and one or more additional conversion agents without notice and may act in any such capacity on its own behalfagents. The term “Registrar” includes any co-Registrar; the term “Paying Agent” Agent includes any additional paying agent; and the . The term “Conversion Agent” Agent includes any additional conversion agent. The Company shall enter into an appropriate agency agreement with any Securities Registrar, Paying Agent, Conversion Agent or co-registrar (if not a party to this Indenturethe Trustee). The agreement shall implement the provisions of this Indenture that relate to such Securities Agentagent and the relevant Security. The Company shall notify the Trustee of the name and address of any Securities Agent not a party to this Indenturesuch agent. If the Company fails to maintain a Registrar, Paying Agent or Conversion Agent, the Trustee shall act as suchsuch and shall be entitled to appropriate compensation therefor pursuant to Section 7.07. The Company or any Subsidiary or an Affiliate of either of them may act as Paying Agent, Registrar, Conversion Agent or co-registrar. The Company initially appoints the Trustee as Registrar, Conversion Agent and Paying AgentAgent in connection with the Securities. The Company may, Registrar subject to Section 4.05, appoint and change any Registrar, Conversion AgentAgent or Paying Agent without notice, other than notice to the Trustee.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain an office or agency where Securities may be presented for registration of transfer or for exchange (“Registrar”), an office or agency in the United States where Securities may be presented for purchase or payment (“Paying Agent”) and ), an office or agency where Securities may be presented for conversion (“Conversion Agent”). The Corporate Trust Office shall serve as the , and an office or agency for where notices and demands to or upon the aforementioned purposesCompany in respect of the Securities and this Second Supplemental Indenture may be served. The Registrar shall keep a register of the Securities (“Register”) and of their transfer and exchange. The Company may appoint or change have one or more co-Registrarsregistrars, one or more additional paying agents agents, and one or more additional conversion agents without notice and may act in any such capacity on its own behalfagents. The term “Registrar” includes any co-Registrar; registrar, the term “Paying Agent” includes any additional paying agent; agent and the term “Conversion Agent” includes any additional conversion agent, including any named pursuant to Section 10.2 of the Base Indenture. The Company shall enter into an appropriate agency agreement with any Securities Agent not a party to this Second Supplemental Indenture. The agreement shall implement the provisions of this Second Supplemental Indenture that relate to such Securities Agent. The Company shall notify the Trustee in writing of the name and address of any Securities Agent not a party to this Second Supplemental Indenture. If the Company fails to maintain a Registrar, Paying Agent or Conversion AgentAgent or agent for service of notices and demands in any place required by this Second Supplemental Indenture, or fails to give the foregoing notice, the Trustee shall act as such. The Company or any Affiliate of the Company may act as Paying Agent. The Company hereby initially appoints the Trustee as Registrar, Paying Agent, Registrar Agent and Conversion AgentAgent in connection with the Securities.