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

Registrar, Paying Agent and Conversion Agent. The Company will maintain an office or agency 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”) and an office or agency where Notes may be presented for conversion (“Conversion Agent”). The Registrar will keep a register of the Notes and of their transfer, exchange and conversion. The Company may appoint one or more co-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” 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 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, Paying Agent or Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries may act as Paying Agent, Registrar or Conversion 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 Agent and to act as Custodian with respect to the Global Notes.

Registrar, Paying Agent and Conversion Agent. The Company will 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 will shall keep a register of the Notes and of their transfer, transfer and exchange and conversion(the “Securities Register”). The Company may appoint one or more co-registrars, registrars and one or more additional paying agents and 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, Registrar or Conversion Agent without notice to any Holder. The Company will 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 or Paying Agent or Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries may act as Paying Agent, Registrar Agent or Conversion Agent. The Company initially appoints The Depository Trust Company (“DTC”) to act as Depositary with respect to the Global NotesRegistrar. The Company initially appoints the Trustee to act as the Registrar, Paying Agent and Conversion Agent and to act as Custodian with respect to the Global NotesAgent.

Registrar, Paying Agent and Conversion Agent. (a) The Company will shall maintain an office or agency 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”) ), 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 Notes may be presented for conversion (“Conversion Agent”). The Registrar will shall keep a register of the Notes and of their transfer, exchange transfer and conversionexchange. The Company may appoint one or more co-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 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 will 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, Paying Agent or Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries may act as Paying Agent, Registrar Agent (except for purposes of Article Eleven or Conversion Agent. The Company initially appoints The Depository Trust Company (“DTC”Fourteen of this Indenture) to act as Depositary with respect to the Global Notes. The Company initially appoints the Trustee to act as the or Registrar, Paying Agent and Conversion Agent and to act as Custodian with respect to the Global Notes.

Registrar, Paying Agent and Conversion Agent. The Company will shall maintain in the Borough of Manhattan, City of New York, State of New York (i) an office or agency 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”") and (iii) an office or agency where Notes Securities may be presented for conversion (“the "Conversion Agent”"). The Registrar will shall keep a register of the Notes Securities and of their transfertransfer and exchange. The Company has initially appointed the Trustee as its Registrar, exchange Paying Agent and conversionConversion Agent in New York. The Company may appoint one or more co-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 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 will 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, Paying Agent or Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries may act as Paying Agent, Registrar or Conversion 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 Agent and to act as Custodian with respect to the Global Notes.

Registrar, Paying Agent and Conversion Agent. The Company will 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”) and an office or agency where the Notes may be presented for conversion (“Conversion Agent”). The Registrar will shall keep a register of the Notes and of their transfer, exchange transfer and conversionexchange. The Company may appoint one or more co-registrars, registrars and one or more additional paying agents and 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, Registrar or Conversion Agent without notice to any Holder. The Company will 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 or Paying Agent or Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries may act as Paying Agent, Registrar Agent or Conversion Agent. The Company initially appoints The Depository Trust Company (“DTC”) to act as Depositary with respect to the Global NotesRegistrar. The Company initially appoints the Trustee to act as the Registrar, Paying Agent and Conversion Agent and to act as Custodian with respect to the Global NotesAgent.

Registrar, Paying Agent and Conversion Agent. The Company will maintain an office or agency 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”) and an office or agency where Notes may be presented for conversion (“Conversion Agent”). The Registrar will keep a register of the Notes and of their transfer, exchange transfer and conversionexchange. The Company may appoint one or more co-registrars, one or more additional paying agents registrars and one or more additional 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 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, Paying Agent or Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries may act as Paying Agent, Registrar or Conversion 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 Agent and and, subject to Section 15.03, to act as Custodian with respect to the Global Notes.

Registrar, Paying Agent and Conversion Agent. The Company will shall maintain an office or agency 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”") and an office or agency where Notes Securities may be presented for conversion (“"Conversion Agent”"). The Registrar will shall keep a register of the Notes Securities and of their transfer, exchange transfer and conversionexchange. The Company may appoint have one or more co-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 agent, 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 will 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 or maintain another entity as 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 or any Subsidiary or an Affiliate of its Subsidiaries either of them may not act as Paying Agent, Registrar Registrar, Conversion Agent or Conversion Agent. The Company initially appoints The Depository Trust Company (“DTC”) to act as Depositary with respect to the Global Notesco-registrar under this Indenture. The Company initially appoints the Trustee to act as the Registrar, Paying Agent and Conversion Agent and to act as Custodian Paying Agent in connection with respect to the Global NotesSecurities.

Registrar, Paying Agent and Conversion Agent. The Company will shall maintain an office or agency 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”) and an office or agency where Notes Securities may be presented for conversion (“the "Conversion Agent”"). The Registrar will shall keep a register of the Notes Securities and of their transfer, exchange transfer and conversionexchange. The Company may appoint have one or more co-registrars, registrars and one or more additional paying agents and one or more additional 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 will notify the Trustee in writing of the name and address of shall 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, Paying Agent or Conversion Agent, the Trustee shall act as suchsuch and shall be duly compensated therefor. The Company or any of its Subsidiaries may act as Paying Agent, Registrar or Conversion Agenta co-registrar and a Paying Agent shall be maintained by the Company in the Borough of Manhattan, The City of New York. The Company initially appoints The Depository Trust Company (“DTC”) to act as Depositary with respect to the Global Notes. The Company initially appoints designates the Trustee to act as the Registrar, Paying Agent and Conversion Agent and to act as Custodian with respect to the Global NotesAgent.

Registrar, Paying Agent and Conversion Agent. The Company will shall maintain an office or agency 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”) "), and an office or agency where Notes may be presented for conversion (“the "Conversion Agent”"). The Registrar will shall keep a register of the Notes and of their transfer, exchange transfer and conversionexchange. The Company may appoint one or more co-registrars, registrars and one or more additional paying agents and one or more additional 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 will 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, Paying Agent or Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries may act as Paying Agent, Registrar or Conversion 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 Agent, Conversion Agent and to act as Custodian with respect to the Global Notes.

Registrar, Paying Agent and Conversion Agent. The Company will maintain shall maintain, or shall cause to be maintained, (i) an office or agency in 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”) and (iii) an office or agency in Minneapolis, MN, where Notes Securities may be presented for conversion (“Conversion Agent”). The Registrar will shall keep a register of the Notes Securities and of their transfer, exchange transfer and conversionexchange. The Company may appoint or change one or more co-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 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 will 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 or maintain another entity as a Registrar, Paying Agent or Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries may act initially appoints the Trustee as Paying Agent, Registrar or and Conversion 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 Agent and to act as Custodian with respect to the Global Notes.

Registrar, Paying Agent and Conversion Agent. The Company will shall maintain an office or agency 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”) and an office or agency where Notes Securities may be presented for conversion (the “Conversion Agent”). The Registrar will shall keep a register of the Notes Securities and of their transfer, exchange transfer and conversionexchange. The Company may appoint have one or more co-registrars, registrars and one or more additional paying agents and one or more additional 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 will notify the Trustee in writing of the name and address of shall 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, Paying Agent or Conversion Agent, the Trustee shall act as suchsuch and shall be duly compensated therefor. The Company or any of its Subsidiaries may act as Paying Agent, Registrar or Conversion Agenta co-registrar and a Paying Agent shall be maintained by the Company in the Borough of Manhattan, The City of New York. The Company initially appoints The Depository Trust Company (“DTC”) to act as Depositary with respect to the Global Notes. The Company initially appoints designates the Trustee to act as the Registrar, Paying Agent and Conversion Agent and to act as Custodian with respect to the Global NotesAgent.

Registrar, Paying Agent and Conversion Agent. (a) The Company will shall maintain an office or agency 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”) and an office or agency where Notes may be presented for conversion (“Conversion Agent”). The Registrar will shall keep a register (the “Security Register”) of the Notes and of their transfer, transfer and exchange and or conversion. The Company shall maintain the services of a duly-appointed Conversion Agent. The Company may appoint one or more co-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” includes any additional paying 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 will 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, Paying Agent or Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries may act as Paying Agent, Registrar or Conversion 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 Agent or Registrar, Paying Agent and Conversion Agent and to act as Custodian with respect to the Global Notes.

Registrar, Paying Agent and Conversion Agent. The Company will shall maintain an office or agency 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”) and an office or agency where Notes may be presented for conversion (“Conversion Agent”). The Registrar will shall keep a register of the Notes and of their transfer, exchange transfer and conversionexchange. The Company may appoint one or more co-registrars, registrars and one or more additional paying agents and one or more additional 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 will shall promptly 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, Paying Agent or Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries may act as Paying Agent, Registrar or Conversion AgentAgent . 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 Agent and to act as Custodian with respect to the Global Notes.

Registrar, Paying Agent and Conversion Agent. The Company will shall maintain in the Borough of Manhattan, City of New York, State of New York (i) an office or agency where Notes Securities may be presented for registration of transfer or for exchange (“"Registrar”"), (ii) an office or agency where Notes Securities may be presented for payment (“"Paying Agent”") and (iii) an office or agency where Notes Securities may be presented for conversion (“"Conversion Agent”"). The Registrar will shall keep a register of the Notes Securities and of their transfer, exchange transfer and conversionexchange. The Company may appoint the Registrar, the Paying Agent and the Conversion Agent and may appoint one or more co-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 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 will 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, Paying Agent or Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries Affiliates may act as Paying Agent, Registrar Registrar, co-registrar or Conversion 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 Agent and to act as Custodian with respect to the Global Notes.

Registrar, Paying Agent and Conversion Agent. The Company will maintain shall maintain, or shall cause to be maintained, (i) an office or agency in The Borough of Manhattan, The City of New 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”) and (iii) an office or agency in The Borough of Manhattan, The City of New York, where Notes Securities may be presented for conversion (“Conversion Agent”). The Registrar will shall keep a register of the Notes Securities and of their transfer, exchange transfer and conversionexchange. The Company may appoint or change one or more co-registrarsRegistrars, 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 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 will 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 or maintain another entity as a Registrar, Paying Agent or Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries may act initially appoints the Trustee as Paying Agent, Registrar or and Conversion 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 Agent and to act as Custodian with respect to the Global Notes.

Registrar, Paying Agent and Conversion Agent. The Company will shall maintain an office or agency where Notes Securities may be presented for registration of transfer or for exchange (“"Registrar”"), an office or agency where Notes Securities may be presented for purchase or payment (“"Paying Agent”") and an office or agency where Notes Securities may be presented for conversion (“"Conversion Agent”"). The Registrar will shall keep a register of the Notes Securities and of their transfer, exchange transfer and conversionexchange. The Company may appoint have one or more co-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 term “Conversion Agent” Agent includes any additional conversion agent. 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 (other than the Trustee). The agreement shall implement the provisions of this Indenture that relate to any Holderthe duties of such agent. The Company will 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 or maintain another entity as a Registrar, Paying Agent or Conversion Agent, the Trustee shall act as suchsuch and shall be entitled to appropriate compensation therefor pursuant to Section 5.6. The Company or any Subsidiary or an Affiliate of its Subsidiaries either of them may act as Paying Agent, Registrar Registrar, Conversion Agent or Conversion Agent. The Company initially appoints The Depository Trust Company (“DTC”) to act as Depositary with respect to the Global Notesco-registrar. The Company initially appoints the Trustee to act as the Registrar, Paying Agent and Conversion Agent and to act as Custodian Paying Agent in connection with respect to the Global NotesSecurities.

Registrar, Paying Agent and Conversion Agent. The Company will maintain shall maintain, or shall cause to be maintained, (i) an office or agency in The Borough of Manhattan, The City of New 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”) and (iii) an office or agency in the Borough of Manhattan, The City of New York, where Notes Securities may be presented for conversion (“Conversion Agent”). The Registrar will shall keep a register of the Notes Securities and of their transfer, exchange transfer and conversionexchange. The Company may appoint or change one or more co-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 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 will 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 or maintain another entity as a Registrar, Paying Agent or Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries may act initially appoints the Trustee as Paying Agent, Registrar or and Conversion 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 Agent and to act as Custodian with respect to the Global Notes.

Registrar, Paying Agent and Conversion Agent. The Company will shall maintain in Chicago, Illinois (i) an office or agency 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”") and (iii) an office or agency where Notes Securities may be presented for conversion (“the "Conversion Agent”"). The Registrar will shall keep a register of the Notes Securities and of their transfertransfer and exchange. The Company has initially appointed the Trustee as its Registrar, exchange Paying Agent and conversionConversion Agent in Chicago. The Company may appoint one or more co-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 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 will 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, Paying Agent or Conversion Agent, the Trustee shall act as such. The Company or any of its Subsidiaries may act as Paying Agent, Registrar or Conversion 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 Agent and to act as Custodian with respect to the Global Notes.