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 in The City of New York where Notes may be presented for registration of transfer or for exchange (“Registrar”), an office or agency where Notes may be presented for payment (“Paying Agent” or “paying agent”) and an office or agency where the Notes may be presented for conversion (“Conversion Agent”). The Registrar shall keep a register of the Notes and of their transfer and exchange (the “Securities Register”). The Company may appoint one or more co-registrars and one or more additional paying agents and conversion agents. 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 may change any Paying Agent, Registrar or Conversion Agent without notice to any Holder. The Company shall notify the Trustee in writing of the name and address of any Agent not a party to this Indenture. If the Company fails to appoint or maintain another entity as Registrar or Paying 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 and Conversion Agent.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain or cause to be maintained an office or agency in The City of New York where Notes may be presented for registration of transfer or for exchange (the “Registrar”), an office or agency where Notes may be presented for payment (the “Paying Agent” or “paying agent”) and an office or agency where the Notes may be presented for conversion (the “Conversion Agent”). The Registrar shall keep a register of the Notes and of their registration of transfer and exchange (the “Securities Register”)exchange. The Company may appoint one or more co-registrars and one or more additional paying agents and conversion agents. The term “Registrar” includes any co-registrar, the term “Paying Agent” includes any additional paying agent, agent and the term “Conversion Agent” includes any additional conversion agent. The Company may change any Paying Agent, Registrar or Conversion Agent or Registrar without notice to any Holder. The Company shall notify the Trustee in writing of the name and address of any Agent not a party to this Indenture. If the Company fails to appoint or maintain another entity as Registrar Registrar, Paying Agent or Paying Conversion Agent, the Trustee shall hereby agrees to act as such. The Company or any of its Subsidiaries may act as Paying Agent, Conversion Agent or Registrar. The Company initially appoints The Depository Trust Company (“DTC”) to act as Depositary with respect to the Global Notes. The Company initially appoints the Trustee to act as the Registrar, Paying Agent and Conversion AgentAgent and to act as Custodian with respect to the Global Notes.

Registrar, Paying Agent and Conversion Agent. (a) The Company shall maintain an office or agency in The City of New York where Notes may be presented for registration of transfer or for exchange (“Registrar”), which initially will be the office of the Trustee located at Wilmington Trust, National Association, 00000 X. Xxxxxx Xxxxxxx, Xxxxx 000, Xxxxxx, XX 00000, an office or agency where Notes may be presented for payment (“Paying Agent” or “paying agent”) ), which initially will be the office of the Trustee located at 00000 X. Xxxxxx Xxxxxxx, Xxxxx 000, Xxxxxx, XX 00000 and an office or agency where the Notes may be presented for conversion (“Conversion Agent”). The Registrar shall keep a register of the Notes and of their transfer and exchange (the “Securities Register”)exchange. The Company may appoint one or more co-registrars and registrars, one or more additional paying agents and or one or more additional conversion agents. The term “Registrar” includes any co-registrar, the term “Paying Agent” includes any additional paying agent, agent and the term “Conversion Agent” includes any additional conversion agent. The Company may change any Paying Agent, Agent or Registrar or Conversion Agent without prior notice to any Holder. The Company shall notify the Trustee in writing of the name and address of any Agent not a party to this Indenture. If the Company fails to appoint or maintain another entity as Registrar Registrar, Paying Agent or Paying Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries may act as Paying Agent (except for purposes of Article Eleven or Fourteen of this Indenture) or Registrar. . (b) The Company initially appoints DTC to act as Depositary with respect to the Global Notes. (c) The Company initially appoints the Trustee to act as the Registrar, Paying Agent and Conversion Agent.

Registrar, Paying Agent and Conversion Agent. The Company shall will maintain an office or agency in The City of New York where Notes may be presented for registration of transfer or for exchange (“Registrar”), an office or agency where Notes may be presented for payment (“Paying Agent” or “paying agent”) and an office or agency where the Notes may be presented for conversion (“Conversion Agent”). The Registrar shall will keep a register of the Notes and of their transfer and exchange (the “Securities Register”)exchange. The Company may appoint one or more co-registrars and one or more additional paying agents and conversion agentsPaying Agents. The term “Registrar” includes any co-registrar, the term “Paying Agent” includes any additional paying agent, Paying Agent and the term “Conversion Agent” includes any additional conversion agentagents. The Company may change any Paying Agent, Registrar or Conversion Agent without notice to any Holder. The Company shall will notify the Trustee in writing of the name and address of any Agent not a party to this Indenture. If the Company fails to appoint or maintain another entity as Registrar Registrar, Paying Agent or Paying Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries may act as Paying Agent Agent, Registrar or RegistrarConversion Agent. The Company initially appoints The Depository Trust Company (“DTC”) to act as Depositary with respect to the Global Notes. The Company initially appoints the Trustee to act as the Registrar, Paying Agent and Conversion AgentAgent and, subject to Section 15.03, to act as Custodian with respect to the Global Notes.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain an office or agency in The City of New York where Notes Securities may be presented for registration of transfer or for exchange (the “Registrar”), an office or agency where Notes Securities may be presented for payment (the “Paying Agent” or “paying agent”) and an office or agency where the Notes Securities may be presented for conversion (“the "Conversion Agent”"). The Registrar shall keep a register of the Notes Securities and of their transfer and exchange (the “Securities Register”)exchange. The Company may appoint have one or more co-registrars and one or more additional paying agents and conversion agents. The term “Registrar” includes any co-registrar, the term “Paying Agent” includes any additional paying agent, agent and the term “Conversion Agent” includes any additional conversion agent. The Company may change any Paying Agent, Registrar or Conversion Agent without notice to any Holder. The Company shall notify the Trustee in writing of the name and address of enter into an appropriate agency agreement with any Agent not a party to this Indenture. Such agency agreement shall provide for reasonable compensation for such services. The agreement shall implement the provisions of this Indenture that relate to such Agent. The Company shall notify the Trustee of the name and address of any such Agent and shall furnish the Trustee with an executed counterpart of any such agency agreement. If the Company fails to appoint maintain or maintain another entity act as Registrar Registrar, Paying Agent or Paying Conversion Agent, the Trustee shall act as suchsuch and shall be duly compensated therefor. The Company Registrar or any of its Subsidiaries may act as a co-registrar and a Paying Agent or Registrarshall be maintained by the Company in the Borough of Manhattan, The City of New York. The Company initially appoints designates the Trustee to act as the Registrar, Paying Agent and Conversion Agent.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain an office or agency in The City of New York where Notes Securities may be presented for registration of transfer or for exchange (“"Registrar”"), an office or agency in the Borough of Manhattan, The City of New York, where Notes Securities may be presented for purchase or payment (“"Paying Agent” or “paying agent”") and an office or agency where the Notes Securities may be presented for conversion (“"Conversion Agent”"). The Registrar shall keep a register of the Notes Securities and of their transfer and exchange (the “Securities Register”)exchange. The Company may appoint have one or more co-registrars and registrars, one or more additional paying agents and one or more additional conversion agents. 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 5.5. The term “Conversion Agent” Agent includes any additional conversion agent, including any named pursuant to Section 5.5. The Company may change shall enter into an appropriate agency agreement with any Registrar, Paying Agent, Registrar or Conversion Agent without notice or co-registrar (in each case, if such Registrar, agent or co-registrar is a Person other than the Trustee). The agreement shall implement the provisions of this Indenture that relate to any Holdersuch agent. The Company shall notify the Trustee in writing of the name and address of any Agent not a party to this Indenturesuch agent. If the Company fails to appoint maintain a Registrar, Paying Agent or maintain another entity as Registrar or Paying Conversion Agent, the Trustee shall act as suchsuch and shall be entitled to appropriate compensation therefor pursuant to Section 9.7. The Company or any Subsidiary or an Affiliate of its Subsidiaries either of them may not act as Paying Agent, Registrar, Conversion Agent or Registrarco-registrar under this Indenture. The Company initially appoints the Trustee to act as the Registrar, Conversion Agent and Paying Agent and Conversion Agentin connection with the Securities.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain an office or agency in The City of New York where Notes may be presented for registration of transfer or for exchange (“Registrar”), an office or agency where Notes may be presented for payment (“Paying Agent” or “paying agent”) and an office or agency where the Notes may be presented for conversion (“Conversion Agent”). The Registrar shall keep a register of the Notes and of their transfer and exchange (the “Securities Register”)exchange. The Company may appoint one or more co-registrars and one or more additional paying agents and conversion agents. 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 may change any Paying Agent, Registrar or Conversion Agent without notice to any Holder. The Company shall notify the Trustee in writing of the name and address of any Agent not a party to this Indenture. If the Company fails to appoint or maintain another entity as Registrar or Paying 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 and Conversion Agent.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain in the Borough of Manhattan, City of New York, State of New York (i) an office or agency in The City of New York where Notes Securities may be presented for registration of transfer or for exchange (“the "Registrar”"), (ii) an office or agency where Notes Securities may be presented for payment (“the "Paying Agent” or “paying agent”") and (iii) an office or agency where the Notes Securities may be presented for conversion (“the "Conversion Agent”"). The Registrar shall keep a register of the Notes Securities and of their transfer and exchange (exchange. The Company has initially appointed the “Securities Register”)Trustee as its Registrar, Paying Agent and Conversion Agent in New York. The Company may appoint one or more co-registrars and registrars, one or more additional paying agents and one or more additional conversion agentsagents in such other locations as it shall determine. The term “"Registrar” " includes any co-registrar, the term “"Paying Agent” " includes any additional paying agent, agent and the term “"Conversion Agent” " includes any additional conversion agent. The Company may change any Paying Agent, Registrar or Conversion Agent without prior notice to any HolderNoteholder. The Company shall notify the Trustee in writing of the name and address of any newly-appointed Agent not a party to this Indenture. If the Company fails to appoint or maintain another entity as Registrar Registrar, Paying Agent or Paying 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 and Conversion Agent.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain an office or agency in The City of New York where Notes may be presented for registration of transfer or for exchange (“"Registrar”"), an office or agency where Notes may be presented for payment (“"Paying Agent” or “paying agent”) "), and an office or agency where the Notes may be presented for conversion (“the "Conversion Agent”"). The Registrar shall keep a register of the Notes and of their transfer and exchange (the “Securities Register”)exchange. The Company may appoint one or more co-registrars and one or more additional paying agents and conversion agents. The term “"Registrar” " includes any co-registrar, the term “"Paying Agent” " includes any additional paying agent, agent and the term “"Conversion Agent” " includes any additional conversion agent. The Company may change any Paying Agent, Registrar or Conversion Agent without notice to any Holder. The Company shall notify the Trustee in Trusxxx xx writing of the name and address of any Agent not a party to this Indenture. If the Company fails to appoint or maintain another entity as Registrar Registrar, Paying Agent or Paying Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries may act as Paying Agent Agent, Registrar or RegistrarConversion Agent. The Company initially appoints The Depository Trust Company ("DTC") to act as Depositary with respect to the Global Notes. The Company initially appoints the Trustee to act as the Registrar, Paying Agent, Conversion Agent and Conversion Agentto act as Custodian with respect to the Global Notes.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain maintain, or shall cause to be maintained, (i) an office or agency in The Borough of Manhattan, The City of New York York, where Notes Securities may be presented for registration of transfer or for exchange (“Registrar”), (ii) an office or agency in The Borough of Manhattan, The City of New York, where Notes Securities may be presented for payment (“Paying Agent” or “paying agent”) and (iii) an office or agency in The Borough of Manhattan, The City of New York, where the Notes Securities may be presented for conversion (“Conversion Agent”). The Registrar shall keep a register of the Notes Securities and of their transfer and exchange (the “Securities Register”)exchange. The Company may appoint or change one or more co-registrars and Registrars, one or more additional paying agents and one or more additional conversion agentsagents without notice and may act in any such capacity on its own behalf. 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 may change shall enter into an appropriate agency agreement with any Paying Agent, Registrar or Conversion Agent without notice agent not a party to any Holderthis Indenture. Such agency agreement shall implement the provisions of this Indenture that relate to such agent. The Company shall notify the Trustee in writing of the name and address of any Agent agent not a party to this Indenture. If the Company fails to appoint maintain a Registrar, Paying Agent or maintain another entity as Registrar or Paying 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 RegistrarPaying Agent, Paying Agent Registrar and Conversion Agent.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain an office or agency in The City of New York where Notes Securities may be presented for registration of transfer or for exchange (the “Registrar”), an office or agency where Notes Securities may be presented for payment (the “Paying Agent” or “paying agent”) and an office or agency where the Notes Securities may be presented for conversion (the “Conversion Agent”). The Registrar shall keep a register of the Notes Securities and of their transfer and exchange (the “Securities Register”)exchange. The Company may appoint have one or more co-registrars and one or more additional paying agents and conversion agents. The term “Registrar” includes any co-registrar, the term “Paying Agent” includes any additional paying agent, agent and the term “Conversion Agent” includes any additional conversion agent. The Company may change any Paying Agent, Registrar or Conversion Agent without notice to any Holder. The Company shall notify the Trustee in writing of the name and address of enter into an appropriate agency agreement with any Agent not a party to this Indenture. Such agency agreement shall provide for reasonable compensation for such services. The agreement shall implement the provisions of this Indenture that relate to such Agent. The Company shall notify the Trustee of the name and address of any such Agent and shall furnish the Trustee with an executed counterpart of any such agency agreement. If the Company fails to appoint maintain or maintain another entity act as Registrar Registrar, Paying Agent or Paying Conversion Agent, the Trustee shall act as suchsuch and shall be duly compensated therefor. The Company Registrar or any of its Subsidiaries may act as a co-registrar and a Paying Agent or Registrarshall be maintained by the Company in the Borough of Manhattan, The City of New York. The Company initially appoints designates the Trustee to act as the Registrar, Paying Agent and Conversion Agent.

Registrar, Paying Agent and Conversion Agent. (a) The Company shall maintain an office or agency in The City of New York where Notes may be presented for registration of transfer or for exchange (“Registrar”), which initially will be the office of the Trustee located at Wilmington Trust, National Association, 00 Xxxxx Xxxxx Xxxxxx, Xxxxx 0000, Xxxxxxxxxxx, XX 00000, an office or agency where Notes may be presented for payment (“Paying Agent” or “paying agent”) ), which initially will be the office of the Trustee located at 00 Xxxxx Xxxxx Xxxxxx, Xxxxx 0000, Xxxxxxxxxxx, XX 00000 and an office or agency where the Notes may be presented for conversion (“Conversion Agent”). The Registrar shall keep a register of the Notes and of their transfer and exchange (the “Securities Register”)exchange. The Company may appoint one or more co-registrars and registrars, one or more additional paying agents and or one or more additional conversion agents. The term “Registrar” includes any co-registrar, the term “Paying Agent” includes any additional paying agent, agent and the term “Conversion Agent” includes any additional conversion agent. The Company may change any Paying Agent, Agent or Registrar or Conversion Agent without prior notice to any Holder. The Company shall notify the Trustee in writing of the name and address of any Agent not a party to this Indenture. If the Company fails to appoint or maintain another entity as Registrar Registrar, Paying Agent or Paying Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries may act as Paying Agent (except for purposes of Article Eleven or Fourteen of this Indenture) or Registrar. . (b) The Company initially appoints DTC to act as Depositary with respect to the Global Notes. (c) The Company initially appoints the Trustee to act as the Registrar, Paying Agent and Conversion Agent.

Registrar, Paying Agent and Conversion Agent. The Company -------------------------------------------- shall maintain in the Borough of Manhattan, City of New York, State of New York (i) an office or agency in The City of New York where Notes may be presented for registration of transfer or for exchange (“"Registrar”"), (ii) an office or agency where Notes may be presented for payment (“"Paying Agent” or “paying agent”") and (iii) an office or agency where the Notes may be presented for conversion (“"Conversion Agent”"). The Registrar shall keep a register of the Notes and of their transfer and exchange (the “Securities Register”)exchange. The Company may appoint the Registrar, the Paying Agent and the Conversion Agent and may appoint one or more co-registrars and registrars, one or more additional paying agents and one or more additional conversion agentsagents in such other locations as it shall determine. The term “Registrar” includes any co-registrar, the term “"Paying Agent” " includes any additional paying agent, agent and the term “"Conversion Agent” " includes any additional conversion agent. The Company may change any Paying Agent, Registrar Registrar, co-registrar or Conversion Agent without prior notice to any HolderNoteholder. The Company shall notify the Trustee in writing of the name and address of any Agent not a party to this Indenture. If the Company fails to appoint or maintain another entity as Registrar Registrar, Paying Agent or Paying Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries Affiliates may act as Paying Agent Agent, Registrar, co-registrar or RegistrarConversion Agent. The Company initially appoints the Trustee to act as the Paying Agent, Registrar, Paying Conversion Agent and Conversion Agentauthenticating agent and the Trustee hereby accepts such appointments.

Registrar, Paying Agent and Conversion Agent. (a) The Company shall maintain an office or agency in The City of New York where Notes may be presented for registration of transfer or for exchange (“Registrar”), ) and an office or agency where Notes may be presented for payment (“Paying Agent” or “paying agent”) and an office or agency where the Notes may be presented for conversion (“Conversion Agent”). The Registrar shall keep a register (the “Security Register”) of the Notes and of their transfer and exchange (or conversion. The Company shall maintain the “Securities Register”)services of a duly-appointed Conversion Agent. The Company may appoint one or more co-registrars and registrars, one or more additional paying agents and conversion agents. The term “Registrar” includes any co-registrar, the term “Paying Agent” includes any additional paying agent, agent and the term “Conversion Agent” includes any additional conversion agentagents. The Company may change any Paying Agent, Registrar or Conversion Agent or Registrar without notice to any Holder. The Company shall notify the Trustee in writing of the name and address of any Agent not a party to this Indenture. If the Company fails to appoint or maintain another entity as Registrar Registrar, Paying Agent or Paying Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries may act as Paying or Conversion Agent or Registrar. . (b) The Company initially appoints The Bank of New York, a New York banking corporation, to act as Common Depositary with respect to the Global Notes. (c) The Company initially appoints the Trustee to act as the Registrar, Paying Agent and Conversion AgentAgent and to act as Custodian with respect to the Global Notes, and the Trustee hereby agrees so to initially act.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain maintain, or shall cause to be maintained, (i) an office or agency in The City of New York Minneapolis, MN, where Notes Securities may be presented for registration of transfer or for exchange (“Registrar”), (ii) an office or agency in Minneapolis, MN, where Notes Securities may be presented for payment (“Paying Agent” or “paying agent”) and (iii) an office or agency in Minneapolis, MN, where the Notes Securities may be presented for conversion (“Conversion Agent”). The Registrar shall keep a register of the Notes Securities and of their transfer and exchange (the “Securities Register”)exchange. The Company may appoint or change one or more co-registrars and registrars, one or more additional paying agents and one or more additional conversion agentsagents 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 may change shall enter into an appropriate agency agreement with any Paying Securities Agent not a party to this Indenture. Such agency agreement shall implement the provisions of this Indenture that relate to such Securities Agent, Registrar or Conversion Agent without notice to any Holder. 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 appoint maintain a Registrar, Paying Agent or maintain another entity as Registrar or Paying 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 RegistrarPaying Agent, Paying Agent Registrar and Conversion Agent.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain in Chicago, Illinois (i) an office or agency in The City of New York where Notes Securities may be presented for registration of transfer or for exchange (“the "Registrar”"), (ii) an office or agency where Notes Securities may be presented for payment (“the "Paying Agent” or “paying agent”") and (iii) an office or agency where the Notes Securities may be presented for conversion (“the "Conversion Agent”"). The Registrar shall keep a register of the Notes Securities and of their transfer and exchange (exchange. The Company has initially appointed the “Securities Register”)Trustee as its Registrar, Paying Agent and Conversion Agent in Chicago. The Company may appoint one or more co-registrars and registrars, one or more additional paying agents and one or more additional conversion agentsagents in such other locations as it shall determine. The term “"Registrar” " includes any co-registrar, the term “"Paying Agent” " includes any additional paying agent, agent and the term “"Conversion Agent” " includes any additional conversion agent. The Company may change any Paying Agent, Registrar or Conversion Agent without prior notice to any HolderNoteholder. The Company shall notify the Trustee in writing of the name and address of any newly-appointed Agent not a party to this Indenture. If the Company fails to appoint or maintain another entity as Registrar Registrar, Paying Agent or Paying 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 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 in the Borough of Manhattan, The City of New York York, where Notes Securities may be presented for registration of transfer or for exchange (“Registrar”), (ii) an office or agency in the Borough of Manhattan, The City of New York, where Notes Securities may be presented for payment (“Paying Agent” or “paying agent”) and (iii) an office or agency in the Borough of Manhattan, The City of New York, where the Notes Securities may be presented for conversion (“Conversion Agent”). The Registrar shall keep a register of the Notes Securities and of their transfer and exchange (the “Securities Register”)exchange. The Company may appoint or change one or more co-registrars and Registrars, one or more additional paying agents and one or more additional conversion agentsagents 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 may change shall enter into an appropriate agency agreement with any Paying Agent not a party to this Indenture. The agreement shall implement the provisions of this Indenture that relate to such Agent, Registrar or Conversion Agent without notice to any Holder. The Company shall notify the Trustee in writing of the name and address of any such Agent not a party to this Indenture. If the Company fails to appoint maintain a Registrar, Paying Agent or maintain another entity as Registrar or Paying 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 RegistrarPaying Agent, Paying Agent Registrar and Conversion Agent.

Registrar, Paying Agent and Conversion Agent. The Company shall maintain an office or agency in the Borough of Manhattan, The City of New York York, where Notes Securities may be presented for registration of transfer or for exchange (“Registrar”), an office or agency in the Borough of Manhattan, The City of New York, where Notes Securities may be presented for payment (“Paying Agent” or “paying agent”) and an office or agency in the Borough of Manhattan, The City of New York, where the Notes Securities may be presented for conversion (“Conversion Agent”). The Registrar shall keep a register of the Notes Securities and of their transfer and exchange (the “Securities Register”)exchange. The Company may appoint or change one or more co-registrars Registrars, one or more additional Paying Agents and one or more additional paying agents Conversion Agents without notice and conversion agentsmay act in any such capacity on its own behalf. The term “Registrar” includes any co-registrar, Registrar; the term “Paying Agent” includes any additional paying agent, Paying Agent; and the term “Conversion Agent” includes any additional conversion agentConversion Agent. The Company may change shall enter into an appropriate agency agreement with any Paying Security Agent not a party to this Indenture. Each such agreement shall implement the provisions of this Indenture that relate to such Security Agent, Registrar or Conversion Agent without notice to any Holder. The Company shall notify the Trustee in writing of the name and address of any Security Agent not a party to this Indenture. If the Company fails to appoint maintain a Registrar, Paying Agent or maintain another entity as Registrar or Paying Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries initially appoints the Trustee as Paying Agent, Registrar and Conversion Agent. Notwithstanding anything contained herein to the contrary, the Company may not act as Paying Agent or Registrar. The Company initially appoints prior to payment in full of all Interest due through the Trustee to act as fourth interest payment date immediately following the Registrar, Paying Agent and Conversion AgentIssue Date.