Common use of Securities in Global Form Clause in Contracts

Securities in Global Form. If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate amount of Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated herein. Any endorsement of a Security in global form to reflect the amount, or any decrease in the amount, of Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person or persons as shall be specified in such Security in global form or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 or Section 2.08. Subject to the provisions of Section 2.06 and, if applicable, Section 2.08, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person or persons specified in such Security in global form or in the applicable Company Order. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b), payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons or persons specified therein.

Securities in Global Form. If Securities of or within a series are issuable in whole or in part in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, then any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate or a specified amount of the Outstanding Securities Outstanding of such series from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding of such series represented thereby may from time to time be reduced or increased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.03 or Section 2.083.04. Subject to the provisions of Section 2.06 3.03 and, if applicable, Section 2.083.04, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.03 or Section 2.08 3.04 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 1.02 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence paragraph of Section 2.06 3.03 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 1.02 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05Sections 2.01 and 3.07, unless otherwise specified as contemplated by Section 2.03(b)3.01, payment of principal of and any premium premium, if any, and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein.

Securities in Global Form. If Securities of or within a series are issuable in whole or in part in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate or specified amount of Outstanding Securities Outstanding from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced or increased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby thereby, shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver any Security security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any Any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 1.2 hereof and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence paragraph of Section 2.06 3.3 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 1.2 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.063.3. Notwithstanding the provisions of Section 2.05Sections 2.1 and 3.7, unless otherwise specified as contemplated by Section 2.03(b)3.1, payment of principal of and any premium of, premium, if any, and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein.

Securities in Global Form. If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (1011) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate amount of Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated herein. Any endorsement of a Security in global form to reflect the amount, or any decrease in the amount, of Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person or persons as shall be specified in such Security in global form or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 or Section 2.08. Subject to the provisions of Section 2.06 and, if applicable, Section 2.08, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person or persons specified in such Security in global form or in the applicable Company Order. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b), payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons or persons specified therein.

Securities in Global Form. If Securities of or within a series are issuable in whole or in part in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate or specified amount of Outstanding Securities Outstanding of such series from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding of such series represented thereby may from time to time be reduced or increased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby thereby, shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.03 or Section 2.083.04. Subject to the provisions of Section 2.06 3.03 and, if applicable, Section 2.083.04, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any Any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 1.02 hereof and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence paragraph of Section 2.06 3.03 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 1.02 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence paragraph of Section 2.063.03. Notwithstanding the provisions of Section 2.052.01 and 3.07, unless otherwise specified as contemplated by Section 2.03(b)3.01, payment of principal of and any premium of, premium, if any, and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein.

Securities in Global Form. If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b)301, then, notwithstanding clause (10) of Section 2.03(b) 301 and the provisions of Section 2.05302, any such Security in global form shall represent such of the Outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form or in the a Company Order to be delivered to the Trustee pursuant to Section 2.06 303 or Section 2.08304. Subject to the provisions of Section 2.06 303 and, if applicable, Section 2.08304, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form or in the applicable Company Order. If a Company Order pursuant to Section 2.06 303 or Section 2.08 304 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 103 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 303 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 103 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06303. Notwithstanding the provisions of Section 2.05Sections 201 and 307, unless otherwise specified as contemplated by Section 2.03(b)301, payment of principal of (and any premium premium, if any) and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 308 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company or of the Trustee shall treat a Person as the Holder of such principal amount of Outstanding Securities represented by a global Security as shall be specified in a written statement, if any, of the Holder of such global Security, which is produced to the Security Registrar by such Holder. Global Securities may be issued in either temporary or permanent form. Permanent global Securities will be issued in definitive form.

Securities in Global Form. Unless otherwise provided in or pursuant to this Indenture or any Securities, the Securities shall be issuable in temporary or permanent global form. If Securities of or within a series Series are issuable in whole or in part in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding of such Series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced or increased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby thereby, shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 or Section 2.082.04. Subject to the provisions of Section 2.06 2.04 and, if applicable, Section 2.082.11, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order, if any. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any Any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 14.05 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence paragraph of Section 2.06 2.04 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 14.05 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence paragraph of Section 2.062.04. Notwithstanding the provisions of Section 2.053.01, unless otherwise specified as contemplated by Section 2.03(b)2.04, payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified thereinin such Security. Neither the Company nor the Trustee shall have any responsibility or obligation to any Person claiming a beneficial ownership interest in the Securities under or through any clearing agency or any other Person which is not shown on the Security register as being a Registered Holder with respect to either the Securities, the accuracy of any records maintained by any such clearing agency, the payment by any such clearing agency or its participants of any amount in respect of the principal of or interest on the Securities, any notice which is permitted or required to be given under the Indenture, any consent given or other action taken by such clearing agency as Registered Holder, or any selection by such clearing agency of any Person to receive payment of principal, interest or other amounts payable on the Securities.

Securities in Global Form. If Securities of or within a series are issuable in whole or in part in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate or specified amount of Outstanding Securities Outstanding from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced or increased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby thereby, shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver any Security security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any Any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 1.2 hereof and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence paragraph of Section 2.06 3.3 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 1.2 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence paragraph of Section 2.063.3. Notwithstanding the provisions of Section 2.052.1 and 3.7, unless otherwise specified as contemplated by Section 2.03(b)3.1, payment of principal of and any premium of, premium, if any, and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein.

Securities in Global Form. (a) If the Company shall establish pursuant to Section 2.01 that the Securities of a particular series are issuable in global formto be issued as a Global Security, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) then the Company shall execute and the provisions of Trustee shall, in accordance with Section 2.052.04, any such authenticate and deliver, a Global Security that (i) shall represent, and shall be denominated in global form shall represent such an amount equal to the aggregate principal amount of, all of the Outstanding Securities of such series Outstanding as series, (ii) shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate amount of Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated herein. Any endorsement of a Security in global form to reflect the amount, or any decrease registered in the amountname of the Depository or its nominee, of Securities Outstanding represented thereby (iii) shall be made held by the Trustee as custodian for the Depository or the Security Registrar in such manner and upon instructions given by such person or persons as shall be specified in such Security in global form or in the Company Order to be delivered pursuant to the Trustee pursuant to Section 2.06 or Section 2.08. Subject Depository’s instruction and (iv) shall bear a legend substantially to the provisions of following effect: “Except as otherwise provided in Section 2.06 and, if applicable, Section 2.08, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person or persons specified in such Security in global form or in the applicable Company Order. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel. The provisions 2.12 of the last sentence Indenture, this Security may be transferred, in whole but not in part, only to another nominee of Section 2.06 shall apply the Depository or to any Security represented by a Security in global form if successor Depository or to a nominee of such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions successor Depository.” (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counselb) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05, unless otherwise specified the Global Security of a series may be transferred, in whole but not in part and in the manner provided in Section 2.08, only to another nominee of the Depository for such series, or to a successor Depository for such series selected or approved by the Corporation or to a nominee of such successor Depository. (c) If at any time the Depository for a series of the Securities notifies the Company that it is unwilling or unable to continue as contemplated Depository for such series or if at any time the Depository for such series shall no longer be registered or in good standing under the Exchange Act, or other applicable statute or regulation, and a successor Depository for such series is not appointed by the Company within 90 days after the Company receives such notice or becomes aware of such condition, as the case may be, or if an Event of Default has occurred and is continuing and the Company has received a request from the Depositary, this Section 2.03(b)2.10 shall no longer be applicable to the Securities of such series and the Company will execute, payment and subject to Section 2.04, the Trustee will authenticate and deliver the Securities of such series in definitive registered form without coupons, in authorized denominations, and in an aggregate principal amount equal to the principal amount of the Global Security of such series in exchange for such Global Security upon the instruction of the Depository. In addition, the Company may at any time determine that the Securities of any series shall no longer be represented by a Global Security and any premium that the provisions of this Section 2.12 shall no longer apply to the Securities of such series. In such event the Company will execute and, subject to Section 2.04, the Trustee, upon receipt of an Officers’ Certificate evidencing such determination by the Company, will authenticate and interest on any deliver the Securities of such series in definitive registered form without coupons, in authorized denominations, and in an aggregate principal amount equal to the principal amount of the Global Security of such series in permanent global exchange for such Global Security. Upon the exchange of the Global Security for such Securities in definitive registered form without coupons, in authorized denominations, the Global Security shall be made canceled by the Trustee. Such Securities in definitive registered form issued in exchange for the Global Security pursuant to this Section 2.10(c) shall be registered in such names and in such authorized denominations as the Depository, pursuant to instructions from its direct or indirect participants or otherwise, shall instruct the Trustee. The Trustee shall deliver such Debt Securities to the persons or persons specified thereinDepository for delivery to the Persons in whose names such Securities are so registered.

Securities in Global Form. Unless otherwise provided in or pursuant to this Indenture or any Securities, the Securities shall not be issuable in temporary or permanent global form. If Securities of a series are shall be issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4 with respect thereto. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver redeliver, in each case at the Company's expense, any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented accompanied by a Company Order or contained in an Officer's Certificate and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.053.7, unless otherwise specified as contemplated by Section 2.03(b)in or pursuant to this Indenture or any Security, payment of principal of and of, any premium and interest on on, and any Additional Amounts in respect of, any Security in temporary or permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 3.8 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company or the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a global Security (i) in the case of a global Security in registered form, the Holder of such global Security in registered form, or (ii) in the case of a global Security in bearer form, the Person or Persons specified pursuant to Section 3.1.

Securities in Global Form. If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b)301, then, notwithstanding clause (10) of Section 2.03(b) 301 and the provisions of Section 2.05302, any such Security in global form shall represent such of the Outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 303 or Section 2.08304. Subject to the provisions of Section 2.06 303 and, if applicable, Section 2.08304, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 303 or Section 2.08 304 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 102 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 303 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 102 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06303. Notwithstanding the provisions of Section 2.05Sections 201 and 307, unless otherwise specified as contemplated by Section 2.03(b)301, payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein.

Securities in Global Form. Unless otherwise provided in or pursuant to this Indenture or any Securities, the Securities shall not be issuable in temporary or permanent global form. If Securities of a series are shall be issuable in global form, as specified as and contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.053.1, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4 with respect thereto. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver redeliver, in each case at the Company's expense, any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented accompanied by a Company Order or contained in an Officers' Certificate and need not be accompanied by an Opinion of Counsel. The Notwithstanding the provisions of the last sentence Section 3.7, unless otherwise specified in or pursuant to this Indenture or any Securities, payment of Section 2.06 shall apply to principal of, any premium and interest on, any Security represented by a Security (i) in temporary form shall be made to the Person or Persons specified therein, and (ii) in global form if and registered in the name of a Depository or its nominee shall be made to the Depository or its nominee as the Holder of such Security was never issued global Security. Neither the Company nor the Trustee shall have any responsibility or liability for any aspect of the records relating to, or payments made on account of, beneficial ownership interests of a global Security, or for maintaining, supervising or reviewing any records relating to beneficial ownership interests, and sold by each of the Company and the Company delivers to the Trustee may act or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated refrain from acting without liability on any information provided by the last sentence of Section 2.06Depository. Notwithstanding the provisions of Section 2.053.8 and except as provided in the preceding paragraph, unless otherwise specified as contemplated by Section 2.03(b)the Company, payment of principal of the Trustee and any premium and interest on any agent of the Company or the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a global Security (i) in the case of a global Security in permanent registered form, the Holder of such global form shall be made Security in registered form, or (ii) in the case of a global Security in bearer form, the Person or Persons specified pursuant to the persons or persons specified thereinSection 3.1.

Securities in Global Form. If Securities of or within a series are issuable in whole or in part in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate or specified amount of Outstanding Securities Outstanding from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced or increased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereincertificated securities. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby thereby, shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4. Subject to the provisions of Section 2.06 and3.3, Section 3.4, if applicable, and Section 2.083.5, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any Any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 1.2 hereof and need not be accompanied by an Officers' Certificate or an Opinion of Counsel. The provisions of the last sentence paragraph of Section 2.06 3.3 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 1.2 hereof and need not be accompanied by an Officers' Certificate or an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence paragraph of Section 2.063.3. Notwithstanding the provisions of Section 2.052.1 and 3.7, unless otherwise specified as contemplated by Section 2.03(b)3.1, payment of principal of and any premium of, premium, if any, and interest on any Registered Security in permanent global form shall be made to the persons or persons specified thereinregistered holder thereof.

Securities in Global Form. Unless otherwise provided in or pursuant to this Indenture or any Securities, the Securities shall not be issuable in temporary or permanent global form. If Securities of a series are shall be issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4 with respect thereto. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver redeliver, in each case at the Company's expense, any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented accompanied by a Company Order or contained in an Officer's Certificate and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.053.7, unless otherwise specified as contemplated by Section 2.03(b)in or pursuant to this Indenture or any Securities, payment of principal of and of, any premium and interest on on, and any Additional Amounts in respect of, any Security in temporary or permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 3.8 and except as provided in the preceding paragraph, the Company, the Guarantor, the Trustee and any agent of the Company, the Guarantor or the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a global Security (i) in the case of a global Security in registered form, the Holder of such global Security in registered form, or (ii) in the case of a global Security in bearer form, the Person or Persons specified pursuant to Section 3.1.

Securities in Global Form. If Securities of a any series are issuable in global formas Global Securities, as specified as contemplated by Section 2.03(b)301, then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05301, any such Security in global form shall represent such of the Outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding of such series from time to time endorsed thereon and that the aggregate amount of Outstanding Securities Outstanding of such series represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Global Security in global form to reflect the amount, or any increase or decrease in the amount, of Outstanding Securities Outstanding of such series represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 303 or Section 2.08304. Subject to the provisions of Section 2.06 303 and, if applicable, Section 2.08304, the Trustee or the Security Registrar shall deliver and redeliver any Global Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 303 or Section 2.08 304 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Global Security in global form shall be in writing but need not be represented by a Company Order comply with Section 102 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 303 shall apply to any Security represented by a Global Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Global Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 102 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06303. Notwithstanding the provisions of Section 2.05Sections 201 and 307, unless otherwise specified as contemplated by Section 2.03(b)301, payment of principal of and any premium and interest on any Global Security in permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 308 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company and the Trustee shall treat a Person as the Holder of such principal amount of Outstanding Securities represented by a Global Security as shall be specified in a written statement of the Holder of such Global Security.

Securities in Global Form. If Securities of or within a series are issuable in whole or in part in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate or specified amount of Outstanding Securities Outstanding from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced or increased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby thereby, shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver any Security security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any Any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 1.2 hereof and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence paragraph of Section 2.06 3.3 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the such Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 1.2 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence paragraph of Section 2.063.3. Notwithstanding the provisions of Section 2.052.1 and 3.7, unless otherwise specified as contemplated by Section 2.03(b)3.1, payment of principal of and any premium of, premium, if any, and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein.

Securities in Global Form. Unless otherwise provided in or pursuant to the related Series Authorization, the Securities of a series shall not be issuable in temporary or permanent global form. If Securities of a series are shall be issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.03 or Section 2.083.04 with respect thereto. Subject to the provisions of Section 2.06 3.03 and, if applicable, Section 2.083.04, the Trustee or the Security Registrar shall deliver and redeliver redeliver, in each case at the Company’s expense, any Security in permanent global form in the manner and upon written instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.03 or Section 2.08 3.04 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but and, with respect to matters set forth in this Section 2.03, need not be represented accompanied by a Company Order or contained in an Officers’ Certificate and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.053.07, unless otherwise specified as contemplated by Section 2.03(b)in or pursuant to the related Series Authorization, payment of principal of and of, any premium and interest on on, and any Additional Amounts in respect of, any Security in temporary or permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 3.08 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company or the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a global Security (i) in the case of a global Security in registered form, the Holder of such global Security in registered form, or (ii) in the case of a global Security in bearer form, the Person or Persons specified pursuant to Section 3.01.

Securities in Global Form. If the Company shall establish pursuant to Section 2.02 that the Securities of or within a series are issuable to be issued in whole or in part in global form, then the Company shall execute, and the Trustee shall, in accordance with Section 2.04 and the written order of the Company contemplated thereby, authenticate and deliver one or more global Securities in temporary or permanent form that (i) shall be registered in the name of the depositary for such global Security or Securities or the nominee of such depositary, (ii) shall be delivered by the Trustee to such depositary or pursuant to such depositary's instructions, and (iii) shall bear a legend substantially to the following effect: "Unless and until it is exchanged in whole or in part for Securities in definitive form, this Security may not be transferred except as specified a whole by the depositary to a nominee of the depositary or another nominee of the depositary or by the depositary or any such nominee to a successor depositary or a nominee of such successor depositary." Each depositary designated pursuant to Section 2.02 for a global Security in registered form must be, to the extent required by applicable law or regulation, a clearing agency registered under the Securities Exchange Act of 1934, as contemplated by Section 2.03(b)amended, thenand any other applicable statute or regulation, notwithstanding at the time of its designation and at all times that it serves as depositary. Notwithstanding clause (1014) of Section 2.03(b) 2.02 and the provisions of Section 2.052.03, any such global Security in global form shall represent such of the outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of outstanding Securities Outstanding of such series from time to time endorsed thereon and that the aggregate amount of outstanding Securities Outstanding represented thereby may from time to time be reduced increased or decreased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in a global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the written order of the Company Order to be delivered to the Trustee pursuant to Section 2.06 or Section 2.082.04. Subject to the provisions of Section 2.06 2.04 and, if applicable, Section 2.082.11, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Orderwritten order of the Company. If a written order of the Company Order pursuant to Section 2.06 or Section 2.08 2.04 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Sections 11.04 and 11.05 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of the third paragraph of Section 2.06 2.04 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Sections 11.04 and 11.05 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions third paragraph of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b), payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons or persons specified therein2.04.

Securities in Global Form. If Securities of or within a series Series are issuable in whole or in part in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced or increased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby thereby, shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order Officers’ Certificate to be delivered to the Trustee pursuant to Section 2.06 2.4 or, if applicable, 2.8 or Section 2.082.11. Subject to the provisions of Section 2.06 2.4 and, if applicable, Section 2.082.8 or 2.11, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company OrderOfficers’ Certificate. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any instructions Any Officers’ Certificate delivered by the Company with respect to endorsement or delivery deliver or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 11.5 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence second paragraph of Section 2.06 2.4 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions an Officers’ Certificate (which need not be represented by a Company Order comply with Section 11.5 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence paragraph of Section 2.062.4. Notwithstanding the provisions of Section 2.053.1, unless otherwise specified as contemplated by Section 2.03(b)2.4, payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified thereinin such Security.

Securities in Global Form. Unless otherwise provided in or pursuant to this Indenture or any Securities, the Securities shall not be issuable in temporary or permanent global form. If Securities of a series are shall be issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Issuer Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4 with respect thereto. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver redeliver, in each case at the Issuers’ expense, any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Issuer Order. If a Company Issuer Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company Issuers with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented accompanied by a Company Order or contained in an Officer’s Certificate and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.053.7, unless otherwise specified as contemplated by Section 2.03(b)in or pursuant to this Indenture or any Security, payment of principal of and of, any premium and interest on on, and any Additional Amounts in respect of, any Security in temporary or permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 3.8 and except as provided in the preceding paragraph, the Issuers, the Trustee and any agent of the Issuers or the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a global Security (i) in the case of a global Security in registered form, the Holder of such global Security in registered form, or (ii) in the case of a global Security in bearer form, the Person or Persons specified pursuant to Section 3.1.

Securities in Global Form. Unless otherwise provided in or pursuant to the related Series Authorization, the Securities of a series shall not be issuable in temporary or permanent global form. If Securities of a series are shall be issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4 with respect thereto. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver redeliver, in each case at the Company's expense, any Security in permanent global form in the manner and upon written instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but and, with respect to matters set forth in this Section 2.3, need not be represented accompanied by a Company Order or contained in an Officers' Certificate and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.053.7, unless otherwise specified as contemplated by Section 2.03(b)in or pursuant to the related Series Authorization, payment of principal of and of, any premium and interest on on, and any Additional Amounts in respect of, any Security in temporary or permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 3.8 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company or the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a global Security (i) in the case of a global Security in registered form, the Holder of such global Security in registered form, or (ii) in the case of a global Security in bearer form, the Person or Persons specified pursuant to Section 3.1.

Securities in Global Form. If Securities of or within a series are issuable in whole or in part in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, then any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate or a specified amount of the Outstanding Securities Outstanding of such series from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding of such series represented thereby may from time to time be reduced or increased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Issuer Order to be delivered to the Trustee pursuant to Section 2.06 3.03 or Section 2.083.04. Subject to the provisions of Section 2.06 3.03 and, if applicable, Section 2.083.04, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Issuer Order. If a Company an Issuer Order pursuant to Section 2.06 3.03 or Section 2.08 3.04 has been, or simultaneously is, delivered, any instructions by the Company Issuer with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 1.02 and need not be accompanied by an Opinion of Counsel. The provisions of the third to last sentence paragraph of Section 2.06 3.03 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company Issuer and the Company Issuer delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 1.02 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05Sections 2.01 and 3.07, unless otherwise specified as contemplated by Section 2.03(b)3.01, payment of principal of and any premium and other amounts, if any, and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein.

Securities in Global Form. Unless otherwise provided in or pursuant to this Indenture or any Securities, the Securities shall not be issuable in temporary or permanent global form. If Securities of a series are shall be issuable in global form, as specified as and contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.053.1, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4 with respect thereto. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver redeliver, in each case at the Company’s expense, any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06writing. Notwithstanding the provisions of Section 2.053.7, unless otherwise specified as contemplated by Section 2.03(b)in or pursuant to this Indenture or any Securities, payment of principal of and of, any premium and interest on on, any Security (i) in permanent global temporary form shall be made to the persons Person or persons Persons specified therein, and (ii) in global form and registered in the name of a Depository or its nominee shall be made to the Depository or its nominee as the Holder of such global Security. Neither the Company, the Agent nor the Trustee shall have any responsibility or liability for any aspect of the records relating to, or payments made on account of, beneficial ownership interests of a global Security, or for maintaining, supervising or reviewing any records relating to beneficial ownership interests, and each of the Company and the Trustee may act or refrain from acting without liability on any information provided by the Depository. Notwithstanding the provisions of Section 3.8 and except as provided in the preceding paragraph, the Company, the Trustee, and any agent of the Company or the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a global Security (i) in the case of a global Security in registered form, the Holder of such global Security in registered form, or (ii) in the case of a global Security in bearer form, the Person or Persons specified pursuant to Section 3.1.

Securities in Global Form. Unless otherwise provided in or pursuant to this Indenture or any Securities, the Securities shall not be issuable in temporary or permanent global form. If Securities of a series are shall be issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Issuer Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4 with respect thereto. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver redeliver, in each case at the Issuers’ expense, any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Issuer Order. If a Company an Issuer Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company Issuers with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented accompanied by a Company Order or contained in an Officer’s Certificate and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.053.7, unless otherwise specified as contemplated by Section 2.03(b)in or pursuant to this Indenture or any Security, payment of principal of and of, any premium and interest on on, and any Additional Amounts in respect of, any Security in temporary or permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 3.8 and except as provided in the preceding paragraph, the Issuers, the Trustee and any agent of the Issuers or the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a global Security (i) in the case of a global Security in registered form, the Holder of such global Security in registered form, or (ii) in the case of a global Security in bearer form, the Person or Persons specified pursuant to Section 3.1.

Securities in Global Form. If Securities of or within a series are issuable in whole or in part in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate or specified amount of Outstanding Securities Outstanding from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby thereby, shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or pursuant to Section 3.1 or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or pursuant to Section 3.1 or in the applicable Company Order. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any Any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order and need not be accompanied by an Opinion of Counselwriting. The provisions of the last sentence paragraph of Section 2.06 3.3 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence paragraph of Section 2.063.3. Notwithstanding the provisions of Section 2.052.1 and 3.7, unless otherwise specified as contemplated by Section 2.03(b)3.1, payment of principal of and any premium of, premium, if any, and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein.

Securities in Global Form. If Securities of or within a series Series are issuable in whole or in part in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced or increased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby thereby, shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order order to be delivered to the Trustee pursuant to Section 2.06 2.6 or Section 2.082.11. Subject to the provisions of Section 2.06 2.6 and, if applicable, Section 2.082.13, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Orderorder. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any Any instructions by the Company with respect to endorsement or delivery deliver or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 11.5 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence paragraph of Section 2.06 2.6 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 11.5 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence paragraph of Section 2.062.6. Notwithstanding the provisions of Section 2.053.1, unless otherwise specified as contemplated by Section 2.03(b)2.6, payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein.in such Security. ARTICLE THREE

Securities in Global Form. If the Company shall establish pursuant to Section 2.02 that the Securities of or within a series are issuable to be issued in whole or in part in global form, then the Company shall execute, and the Trustee shall, in accordance with Section 2.04 and the written order of the Company contemplated thereby, authenticate and deliver one or more global Securities in temporary or permanent form that (i) shall be registered in the name of the depositary for such global Security or Securities or the nominee of such depositary, (ii) shall be delivered by the Trustee to such depositary or pursuant to such depositary's instructions, and (iii) shall bear a legend substantially to the following effect: "Unless and until it is exchanged in whole or in part for Securities in definitive form, this Security may not be transferred except as specified a whole by the depositary to a nominee of the depositary or another nominee of the depositary or by the depositary or any such nominee to a successor depositary or a nominee of such successor depositary." Each depositary designated pursuant to Section 2.02 for a global Security in registered form must be, to the extent required by applicable law or regulation, a clearing agency registered under the Securities Exchange Act of 1934, as contemplated by Section 2.03(b)amended, thenand any other applicable statute or regulation, notwithstanding at the time of its designation and at all times that it serves as depositary. Notwithstanding clause (1014) of Section 2.03(b) 2.02 and the provisions of Section 2.052.03, any such global Security in global form shall represent such of the outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of outstanding Securities Outstanding of such series from time to time endorsed thereon and that the aggregate amount of outstanding Securities Outstanding represented thereby may from time to time be reduced increased or decreased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in a global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the written order of the Company Order to be delivered to the Trustee pursuant to Section 2.06 or Section 2.082.04. Subject to the provisions of Section 2.06 2.04 and, if applicable, Section 2.082.11, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Orderwritten order of the Company. If a written order of the Company Order pursuant to Section 2.06 or Section 2.08 2.04 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Sections 12.04 and 12.05 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b), payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons or persons specified therein.18

Securities in Global Form. If Securities of or within a series Series are issuable in whole or in part in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced or increased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby thereby, shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order order to be delivered to the Trustee pursuant to Section 2.06 2.4 or Section 2.082.11. Subject to the provisions of Section 2.06 2.4 and, if applicable, Section 2.082.11, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Orderorder. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any Any instructions by the Company with respect to endorsement or delivery deliver or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 11.5 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence paragraph of Section 2.06 2.4 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 11.5 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence paragraph of Section 2.062.4. Notwithstanding the provisions of Section 2.053.1, unless otherwise specified as contemplated by Section 2.03(b)2.4, payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified thereinin such Security.

Securities in Global Form. If Securities of a series are issuable in global formas a Global Security, as specified as contemplated by Section 2.03(b)2.03(a) hereof, then, notwithstanding clause (109) of Section 2.03(b2.03(a) hereof and the provisions of Section 2.052.03(b) hereof, any such Global Security in global form shall represent such of the outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate principal amount of outstanding Securities Outstanding from time to time endorsed thereon or otherwise notated on the books and records of the Registrar and that the aggregate principal amount of outstanding Securities Outstanding represented thereby may from time to time be reduced or increased, as appropriate, to reflect any exchanges of beneficial interests and redemptions. Each Global Security shall bear legends as set forth in such Security in global form for Securities of such series as contemplated hereinExhibit A hereto. Any endorsement of a Global Security in global form to reflect the amount, aggregate principal amount of any increase or any decrease in the amount, amount of outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person or persons the Holder thereof as shall be specified in such Security in global form or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 or Section 2.08. Subject to the provisions of Section 2.06 and, if applicable, Section 2.08, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given required by the person or persons specified in such Security in global form or in the applicable Company Order. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, hereof. Global Securities may be issued in either registered or simultaneously is, delivered, any instructions by the Company with respect to endorsement bearer form and in either temporary or delivery or redelivery of a Security permanent form. Permanent Global Securities will be issued in global form shall be in writing but need not be represented by a Company Order and need not be accompanied by an Opinion of Counseldefinitive form. The provisions of the last sentence of Section 2.06 2.04 hereof shall apply to any Security represented by a Global Security in global form if such Security was never issued and sold by the Company Company, and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 13.04 or 13.05 hereof and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.062.04 hereof. Notwithstanding the provisions of Section 2.05Sections 2.02 and 2.14 hereof, unless otherwise specified as contemplated by Section 2.03(b)2.03(a) hereof, payment of principal of and any premium and interest on any Global Security in permanent global form shall be made to the persons person or persons specified therein. None of the Company, the Guarantor, if any, the Trustee of such series of Securities, any Paying Agent or Registrar will have any responsibility or liability for any aspect of the records relating to or payments made on account of beneficial ownership interests of a Global Security or for maintaining, supervising or reviewing any records relating to such beneficial ownership interests.

Securities in Global Form. If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b)202 or Section 301, as the case may be, then, notwithstanding clause (10a)(8) of Section 2.03(b202 or clause (b)(9) of Section 301, as the case may be, and the provisions of Section 2.05401, any such Security in global form shall represent such of the Outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced or increased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order (or, in the case of Medium-Term Debt Securities, the Medium-Term Debt Securities Certificate) to be delivered to the Trustee pursuant to Section 2.06 402 or Section 2.08403. Subject to the provisions of Section 2.06 402 and, if applicable, Section 2.08403, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent definitive global bearer form in the manner and upon written instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company OrderOrder (or, in the case of Medium-Term Debt Securities, the Medium-Term Debt Securities Certificate). If a Company Order (or, in the case of Medium-Term Debt Securities, Medium-Term Debt Securities Certificate) pursuant to Section 2.06 402 or Section 2.08 403 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 102 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of the fifth paragraph of Section 2.06 402 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 102 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of the fifth paragraph of Section 2.06402. Notwithstanding the provisions of Section 2.05406, unless otherwise specified as contemplated by Section 2.03(b)202 or Section 301, as the case may be, payment of principal of and any premium and any interest on any Security in permanent definitive global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 407 and except as provided in the preceding paragraph, the Company, and any agent of the Company may, and the Trustee and any agent of the Trustee, at the direction of the Company, may treat a Person as the Holder of such principal amount of Outstanding Securities represented by a definitive global Security as shall be specified in a written statement of the Holder of such definitive global Security or, in the case of a definitive global Security in bearer form, of Euro-clear or CEDEL S.A. which is produced to the Trustee by such Person; provided, however, that none of the Company, the Trustee, the Security Registrar or any Paying Agent shall have any responsibility or liability for any aspect of the records relating to or payments made on account of beneficial ownership interests in a Security in global form or for maintaining, supervising or reviewing any records relating to such beneficial ownership interests.

Securities in Global Form. If Securities of a series are issuable in temporary or permanent global form, as specified as contemplated by Section 2.03(b2.3(a), then, notwithstanding clause (10) of Section 2.03(b2.3(a) and the provisions of Section 2.052.3(b), any such Security in global form shall represent such of the Outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, amount of any increase or any decrease in the amount, amount of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person or persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 2.4 or Section 2.082.11. Subject to the provisions of Section 2.06 2.4 and, if applicable, Section 2.082.11, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person or persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 2.4 or Section 2.08 2.11 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 13.4 or 13.5 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 2.4 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company Company, and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 13.4 or 13.5 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount Principal Amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.062.4. Notwithstanding the provisions of Section 2.05Sections 2.1 and 2.13, unless otherwise specified as contemplated by Section 2.03(b2.3(a), payment of principal Principal of and any premium and interest on any Security in permanent global form shall be made to the persons person or persons specified therein.

Securities in Global Form. If Securities of or within a series are issuable in whole or in part in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, then any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate or a specified amount of the Outstanding Securities Outstanding of such series from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding of such series represented thereby may from time to time be reduced or increased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Issuer Order to be delivered to the Trustee pursuant to Section 2.06 3.03 or Section 2.083.04. Subject to the provisions of Section 2.06 3.03 and, if applicable, Section 2.083.04, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Issuer Order. If a Company an Issuer Order pursuant to Section 2.06 3.03 or Section 2.08 3.04 has been, or simultaneously is, delivered, any instructions by the Company Issuers with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 1.02 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence paragraph of Section 2.06 3.03 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company Issuers and the Company delivers Issuers deliver to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 1.02 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05Sections 2.01 and 3.07, unless otherwise specified as contemplated by Section 2.03(b)3.01, payment of principal of and any premium and other amounts, if any, and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein.

Securities in Global Form. If Securities of or within a series Series are issuable in whole or in part in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced or increased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby thereby, shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order order to be delivered to the Trustee pursuant to Section 2.06 2.4 or, if applicable, 2.8 or Section 2.082.11. Subject to the provisions of Section 2.06 2.4 and, if applicable, Section 2.082.8 or 2.11, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Orderorder. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any Any instructions by the Company with respect to endorsement or delivery deliver or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 11.5 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence second paragraph of Section 2.06 2.4 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 11.5 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence paragraph of Section 2.062.4. Notwithstanding the provisions of Section 2.053.1, unless otherwise specified as contemplated by Section 2.03(b)2.4, payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified thereinin such Security.

Securities in Global Form. If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b)3.1, then, notwithstanding clause (1012) of Section 2.03(b) 3.1 and the provisions of Section 2.053.2, any such Security in global form shall represent such of the Outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in 16 global form shall be in writing but need not be represented by a Company Order comply with Section 1.2 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 3.3 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 1.2 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.063.3. Notwithstanding the provisions of Section 2.05Sections 2.1 and 3.7, unless otherwise specified as contemplated by Section 2.03(b)3.1, payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 3.8 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company and the Trustee shall treat a Person as the Holder of such principal amount of Outstanding Securities represented by a permanent global Security as shall be specified in a written statement of the Holder of such permanent global Security or, in the case of a permanent global Security in bearer form, of Euro-clear or CEDEL S.A. which is provided to the Trustee by such Person.

Securities in Global Form. If the Company shall establish pursuant to Section 3.1 that Securities of a series are shall be issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4 with respect thereto. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver redeliver, in each case at the Company’s expense, any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented accompanied by a Company Order or contained in an Officer’s Certificate and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.053.7, unless otherwise specified as contemplated by Section 2.03(b)in or pursuant to this Indenture or any Securities, payment of principal of and of, any premium and interest on on, and any Additional Amounts in respect of, any Security in temporary or permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 3.8 and except as provided in the preceding paragraph, the Company, the Guarantor, the Trustee and any agent of the Company, the Guarantor or the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a global Security (i) in the case of a global Security in registered form, the Holder of such global Security in registered form, or (ii) in the case of a global Security in bearer form, the Person or Persons specified pursuant to Section 3.1.

Securities in Global Form. If the Company shall establish pursuant to Section 2.02 that the Securities of or within a series are issuable to be issued in whole or in part in global form, then the Company shall execute, and the Trustee shall, in accordance with Section 2.04 and the written order of the Company contemplated thereby, authenticate and deliver one or more global Securities in temporary or permanent form that (i) shall be registered, if in registered form, in the name of the depositary for such global Security or Securities or the nominee of such depositary, (ii) shall be delivered by the Trustee to such depositary or pursuant to such depositary's instructions, and (iii) shall bear a legend substantially to the following effect: "Unless and until it is exchanged in whole or in part for Securities in definitive form, this Security may not be transferred except as specified a whole by the depositary to a nominee of the depositary or by a nominee of the depositary to the depositary or another nominee of the depositary or by the depositary or any such nominee to a successor depositary or a nominee of such successor depositary." Each depositary designated pursuant to Section 2.02 for a global Security in registered form must be, to the extent required by applicable law or regulation, a clearing agency registered under the Securities Exchange Act of 1934, as contemplated by Section 2.03(b)amended, thenand any other applicable statute or regulation, notwithstanding at the time of its designation and at all times that it serves as depositary. Notwithstanding clause (1014) of Section 2.03(b) 2.02 and the provisions of Section 2.052.03, any such global Security in global form shall represent such of the outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of outstanding Securities Outstanding of such series from time to time endorsed thereon and that the aggregate amount of outstanding Securities Outstanding represented thereby may from time to time be reduced increased or decreased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person or persons as shall be specified in such Security in global form therein or in the written order of the Company Order to be delivered to the Trustee pursuant to Section 2.06 or Section 2.082.04. Subject to the provisions of Section 2.06 2.04 and, if applicable, Section 2.082.11, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person or persons specified in such Security in global form or in the applicable Company Order. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b), payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons or persons specified therein.24

Securities in Global Form. If the Company shall establish pursuant to Section 2.02 that the Securities of or within a series are issuable to be issued in whole or in part in global form, then the Company shall execute, and the Trustee shall, in accordance with Section 2.04 and the written order of the Company contemplated thereby, authenticate and deliver one or more global Securities in temporary or permanent form that (i) shall be registered in the name of the depositary for such global Security or Securities or the nominee of such depositary, (ii) shall be delivered by the Trustee to such depositary or pursuant to such depositary's instructions, and (iii) shall bear a legend substantially to the following effect: "Unless and until it is exchanged in whole or in part for Securities in definitive form, this Security may not be transferred except as specified a whole by the depositary to a nominee of the depositary or another nominee of the depositary or by the depositary or any such nominee to a successor depositary or a nominee of such successor depositary." Each depositary designated pursuant to Section 2.02 for a global Security in registered form must be, to the extent required by applicable law or regulation, a clearing agency registered under the Securities Exchange Act of 1934, as contemplated by Section 2.03(b)amended, thenand any other applicable statute or regulation, notwithstanding at the time of its designation and at all times that it serves as depositary. Notwithstanding clause (1014) of Section 2.03(b) 2.02 and the provisions of Section 2.052.03, any such global Security in global form shall represent such of the outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of outstanding Securities Outstanding of such series from time to time endorsed thereon and that the aggregate amount of outstanding Securities Outstanding represented thereby may from time to time be reduced increased or decreased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in a global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the written order of the Company Order to be delivered to the Trustee pursuant to Section 2.06 or Section 2.082.04. Subject to the provisions of Section 2.06 2.04 and, if applicable, Section 2.082.11, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Orderwritten order of the Company. If a written order of the Company Order pursuant to Section 2.06 or Section 2.08 2.04 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Sections 12.04 and 12.05 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of the third paragraph of Section 2.06 2.04 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b), payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons or persons specified therein.18

Securities in Global Form. If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding of such series from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinpursuant to a schedule thereto. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein, pursuant to Applicable Procedures, or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 303 or Section 2.08304 with respect thereto. Subject to the provisions of Section 2.06 303 and, if applicable, Section 2.08304, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein, pursuant to Applicable Procedures, or in the applicable Company Order. If a Company Order pursuant to Section 2.06 303 or Section 2.08 304 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 102 and need not be accompanied by an Opinion of Counsel. The provisions of the last immediately preceding sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 102 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06immediately preceding sentence. Notwithstanding the provisions of Section 2.05307, unless otherwise specified as contemplated by Section 2.03(b)301, payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 309 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company and the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a permanent global Security in the case of a permanent global Security in registered form, the Holder of such permanent global Security in registered form. The Company, the Trustee, and each Agent shall have no responsibility for any actions taken or not taken by the Depository.

Securities in Global Form. If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding of such series from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.04 or Section 2.083.05 with respect thereto. Subject to the provisions of Section 2.06 3.04 and, if applicable, Section 2.083.05, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.04 or Section 2.08 3.05 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 1.02 and need not be accompanied by an Opinion of Counsel. The provisions of the last immediately preceding sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 1.02 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b)3.08, payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 3.09, the Company, the Trustee and any agent of the Company and the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a permanent global Security, the Holder of such permanent global Security in registered form.

Securities in Global Form. If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b)3.1, then, notwithstanding clause (1011) of Section 2.03(b) 3.1 and the provisions of Section 2.053.2, any such Security in global form shall represent such of the Outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 1.2 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 3.3 shall apply to any Security security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 1.2 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.063.3. Notwithstanding the provisions of Section 2.05Sections 2.1 and 3.7, unless otherwise specified as contemplated by Section 2.03(b)3.1, payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 3.8 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company and the Trustee shall treat a Person as the Holder of such principal amount of Outstanding Securities represented by a permanent global Security as shall be specified in a written statement of the Holder of such permanent global Security or, in the case of a permanent global Security in bearer form, of Euro-clear or CEDEL S.A. which is provided to the Trustee by such Person.

Securities in Global Form. Unless otherwise provided in or pursuant to this Indenture or any Securities, the Securities shall not be issuable in temporary or permanent global form. If Securities of a series are shall be issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4 with respect thereto. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or shall make available for delivery and redelivery, in each case at the Security Registrar shall deliver and redeliver Company's expense, any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented accompanied by a Company Order or contained in an Officers' Certificate and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.053.7, unless otherwise specified as contemplated by Section 2.03(b)in or pursuant to this Indenture or any Securities, payment of principal of and of, any premium and interest on on, and any Additional Amounts with respect to, any Security in temporary or permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 3.8 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company or the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a global Security (i) in the case of a global Security in registered form, the Holder of such global Security in registered form, or (ii) in the case of a global Security in bearer form, the Person or Persons specified pursuant to Section 3.1.

Securities in Global Form. If the Company shall establish pursuant to Section 2.02 that the Securities of or within a series are issuable to be issued in whole or in part in global form, then the Company shall execute, and the Trustee shall, in accordance with Section 2.04 and the written order of the Company contemplated thereby, authenticate and deliver one or more global Securities in temporary or permanent form that (i) shall be registered in the name of the depositary for such global Security or Securities or the nominee of such depositary, (ii) shall be delivered by the Trustee to such depositary or pursuant to such depositary's instructions, and (iii) shall bear a legend substantially to the following effect: "UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SECURITIES IN DEFINITIVE FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY." Each depositary designated pursuant to Section 2.02 for a global Security in registered form must be, to the extent required by applicable law or regulation, a clearing agency registered under the Securities Exchange Act of 1934, as specified amended, and any other applicable statute or regulation, at the time of its designation and at all times that it serves as contemplated by Section 2.03(b), then, notwithstanding depositary. Notwithstanding clause (1014) of Section 2.03(b) 2.02 and the provisions of Section 2.052.03, any such global Security in global form shall represent such of the outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of outstanding Securities Outstanding of such series from time to time endorsed thereon and that the aggregate amount of outstanding Securities Outstanding represented thereby may from time to time be reduced increased or decreased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in a global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the written order of the Company Order to be delivered to the Trustee pursuant to Section 2.06 or Section 2.082.04. Subject to the provisions of Section 2.06 2.04 and, if applicable, Section 2.082.11, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Orderwritten order of the Company. If a written order of the Company Order pursuant to Section 2.06 or Section 2.08 2.04 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Sections 11.04 and 11.05 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of the third paragraph of Section 2.06 2.04 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Sections 11.04 and 11.05 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions third paragraph of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b), payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons or persons specified therein2.04.

Securities in Global Form. Unless otherwise provided in or pursuant to the related Series Authorization, the Securities of a series shall not be issuable in temporary or permanent global form. If Securities of a series are shall be issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order or the Guarantor Order, as the case may be, to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4 with respect thereto. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver redeliver, in each case at the Company’s or the Guarantor’s expense, as the case may be, any Security in permanent global form in the manner and upon written instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order or Guarantor Order, as the case may be. If a Company Order or Guarantor Order, as the case may be, pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company or the Guarantor, as the case may be, with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but and, with respect to matters set forth in this Section 2.3, need not be represented accompanied by a Company Order or contained in an Officers’ Certificate and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.053.7, unless otherwise specified as contemplated by Section 2.03(b)in or pursuant to the related Series Authorization, payment of principal of and of, any premium and interest on on, and any Additional Amounts in respect of, any Security in temporary or permanent global form shall be made to the persons Person or persons Persons specified therein.. Notwithstanding the provisions of Section 3.8 and except as provided in the preceding paragraph, the Company, the Guarantor, the Trustee and any agent of the Company, the Guarantor or the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a global Security (i) in the case of a global Security in registered form, the Holder of such global Security in registered form, or (ii) in the case of a global Security in bearer form, the Person or Persons specified pursuant to Section 3.1. The form of notation of Guarantee to be endorsed on any Security issued pursuant to this Indenture shall be substantially as follows:

Securities in Global Form. Unless otherwise provided in or pursuant to this Indenture or any Securities, the Securities shall not be issuable in temporary or permanent global form. If Securities of a series are shall be issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4 with respect thereto. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver redeliver, in each case at the Company's expense, any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented accompanied by a Company Order or contained in an Officer's Certificate and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.053.7, unless otherwise specified as contemplated by Section 2.03(b)in or pursuant to this Indenture or any Securities, payment of principal of and of, any premium and interest on on, and any Additional Amounts in respect of, any Security in temporary or permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 3.8 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company or the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a global Security (i) in the case of a global Security in registered form, the Holder of such global Security in registered form, or (ii) in the case of a global Security in bearer form, the Person or Persons specified pursuant to Section 3.1.

Securities in Global Form. Unless otherwise provided in or pursuant to this Indenture or any Securities, the Securities shall not be issuable in temporary or permanent global form. If Securities of a series are shall be issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.03 or Section 2.083.04 with respect thereto. Subject to the provisions of Section 2.06 3.03 and, if applicable, Section 2.083.04, the Trustee or the Security Registrar shall deliver and redeliver redeliver, in each case at the Company's expense, any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.03 or Section 2.08 3.04 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented accompanied by a Company Order or contained in an Officers' Certificate and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.053.07, unless otherwise specified as contemplated by Section 2.03(b)in or pursuant to this Indenture or any Security, payment of principal of and of, any premium and interest on on, and any Additional Amounts in respect of, any Security in temporary or permanent global form shall be made to the persons Person or persons Persons specified therein.

Securities in Global Form. Unless otherwise provided in or pursuant to this Indenture or any Securities, the Securities shall not be issuable in temporary or permanent global form. If Securities of a series are shall be issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4 with respect thereto. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver redeliver, in each case at the Company's expense, any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented accompanied by a Company Order or contained in an Officers' Certificate and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.053.7, unless otherwise specified as contemplated by Section 2.03(b)in or pursuant to this Indenture or any Securities, payment of principal of and of, any premium and interest on on, and any Additional Amounts in respect of, any Security in temporary or permanent global form shall be made to the persons Person or persons Persons specified therein.

Securities in Global Form. If Securities of a series are issuable in temporary or permanent global form, as specified as contemplated by Section 2.03(b2.3(a), then, notwithstanding clause (10) 8) of Section 2.03(b2.3(a) and the provisions of Section 2.052.3(b), any such Security in global form shall represent such of the Outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon or otherwise notated on the books and records of the Registrar and that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, amount of any increase or any decrease in the amount, amount of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person or persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 2.4 or Section 2.082.11. Subject to the provisions of Section 2.06 2.4 and, if applicable, Section 2.082.11, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person or persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 2.4 or Section 2.08 2.11 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or other notation on the books and records of the Registrar or delivery or redelivery redelivery of a Security of such series in global form shall be in writing but need not be represented by a Company Order comply with Section 12.4 or 12.5 and need not be accompanied by an Opinion of CounselCounsel (except as required by Section 2.4). The provisions of the last sentence of Section 2.06 2.4 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company Company, and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 12.4 or 12.5 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount Principal Amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.062.4. Notwithstanding the provisions of Section 2.05Sections 2.1 and 2.13, unless otherwise specified as contemplated by Section 2.03(b2.3(a), payment of principal Principal of and any premium and interest on any Security in permanent global form shall be made to the persons person or persons specified therein. A. On or before the date 40 days after the later of the announcement of the offering of such Bearer Securities and the date of settlement (the "Exchange Date"), the Company shall deliver to a Paying Agent located outside the United States, or its designated agent, Bearer Securities executed by the Company. On or after the Exchange Date, the Temporary Global Bearer Security shall be surrendered by the Common Depositary to the Trustee or its agent, as the Company's agent for such purpose, to be exchanged, in whole or from time to time in part, at the sole discretion of the Company for (i) Bearer Securities or (ii) a permanent global Bearer Security (the "Permanent Global Bearer Security") without charge to Holders, and the principal Paying Agent or other Paying Agent outside the United States shall authenticate and deliver (at an office or agency outside the United States), in exchange for the Temporary Global Bearer Security or the portions thereof to be exchanged, an equal aggregate principal amount of Bearer Securities or the Permanent Global Bearer Security, as shall be specified by the beneficial owners thereof; PROVIDED, HOWEVER, that upon such presentation by the Common Depositary, the Temporary Global Bearer Security is accompanied by a certificate dated the Exchange Date or a subsequent date and signed by Euro-clear as to the portion of the Temporary Global Bearer Security held for its account then to be exchanged and a certificate dated the Exchange Date or a subsequent date and signed by Cedel S.A. as to the portion of the Temporary Global Bearer Security held for its account then to be exchanged, each to the effect hereinafter provided. The Company and the Trustee agree that they will cooperate in causing the paying agent located outside the United States to retain each certificate provided by Euro-clear or Cedel S.A. for a period of four calendar years following the year in which the certificate is received and not to destroy or otherwise dispose of any such certificate without first offering to deliver it to the Company. Each certificate to be provided by Euro-clear and Cedel S.A. shall be substantially in the form attached hereto as Exhibit A or with such changes therein as shall be approved by the Company and be satisfactory to the Trustee. A. from persons appearing in their records as persons entitled to a portion of the Temporary Global Bearer Security shall be substantially to the effect set forth in this Indenture. Upon any such exchange of a portion of the Temporary Global Bearer Security for Bearer Securities or the Permanent Global Bearer Security, the Temporary Global Bearer Security shall be endorsed to reflect the reduction of the principal amount evidenced thereby. Until so exchanged in full, the Temporary Global Bearer Security shall in all respects be entitled to the same benefits under, and subject to the same terms and conditions of, this Indenture as Bearer Securities authenticated and delivered hereunder, except that none of Euro-clear, Cedel S.A. or the beneficial owners of the Temporary Global Bearer Security shall be entitled to receive payment of interest or other payments thereon or to convert the Temporary Global Bearer Security, or any portion thereof, into Common Stock of the Company or any other security, cash or other property.

Securities in Global Form. Unless otherwise provided in or pursuant to this Indenture or any Securities, the Securities shall not be issuable in temporary or permanent global form. If Securities of a series are shall be issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4 with respect thereto. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver redeliver, in each case at the Company's expense, any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented accompanied by a Company Order or contained in an Officer's Certificate and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.053.7, unless otherwise specified as contemplated by Section 2.03(b)in or pursuant to this Indenture or any Securities, payment of principal of and of, any premium and interest on on, and any Additional Amounts in respect of, any Security in temporary or permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 3.8 and except as provided in the preceding paragraph, the Company, the Guarantors, the Trustee and any agent of the Company, the Guarantors or the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a global Security (i) in the case of a global Security in registered form, the Holder of such global Security in registered form, or (ii) in the case of a global Security in bearer form, the Person or Persons specified pursuant to Section 3.1.

Securities in Global Form. If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b)3.01, then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.053.02, any such Security in global form shall represent such of the Outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced changed to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.03 or Section 2.083.04. Subject to the provisions of Section 2.06 3.03 and, if applicable, Section 2.083.04, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.03 or Section 2.08 3.04 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 1.02 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 3.09 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 1.02 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05Sections 2.01 and 3.07, unless otherwise specified as contemplated by Section 2.03(b)3.01, payment of principal of and or any premium and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 3.08 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company and the Trustee shall treat a Person as the Holder of such principal amount of Outstanding Securities represented by a permanent global Security as shall be specified in a written statement of the Holder of such permanent global Security.

Securities in Global Form. Unless otherwise provided in or pursuant to this Indenture or any Securities, the Securities shall not be issuable in temporary or permanent global form. If Securities of a series are shall be issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Issuer Order to be delivered to the Trustee pursuant to Section 2.06 303 or Section 2.08304 with respect thereto. Subject to the provisions of Section 2.06 303 and, if applicable, Section 2.08304, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Issuer Order. If a Company an Issuer Order pursuant to Section 2.06 303 or Section 2.08 304 has been, or simultaneously is, delivered, any instructions by the Company Issuer with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented accompanied by a Company Order or contained in an Officers' Certificate and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05307, unless otherwise specified as contemplated by Section 2.03(b)in or pursuant to this Indenture or any Securities, payment of principal of and of, any premium and interest on on, and any Additional Amounts in respect of, any Security in temporary or permanent global form shall be made to the persons Person or persons Persons specified therein.. Notwithstanding the provisions of Section 308 and except as provided in the preceding paragraph, the Issuer, the Trustee and any agent of the Issuer and the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a global Security (i) in the case of a global Security in registered form, the Holder of such global Security in registered form, or (ii) in the case of a global Security in bearer form, the Person or Persons specified pursuant to Section 301. ARTICLE THREE

Securities in Global Form. If the Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate amount of the Securities Outstanding from time to time endorsed thereon and that the aggregate amount of the Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for the Securities of such series as contemplated herein. Any endorsement of a Security in global form to reflect the amount, or any decrease in the amount, of the Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person or persons as shall be specified in such Security in global form or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 or Section 2.08. Subject to the provisions of Section 2.06 and, if applicable, Section 2.08, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person or persons specified in such Security in global form or in the applicable Company Order. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of the Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b), payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons or persons specified therein.

Securities in Global Form. If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b), 3.1 then, notwithstanding clause (10) 8) of Section 2.03(b) 3.1 and the provisions of Section 2.053.2, any such Security in global form shall represent such of the Outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent definitive global bearer form in the manner and upon written instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Orderorder. If a Company Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 1.2 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of the eighth paragraph of Section 2.06 3.3 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 1.2 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions eighth paragraph of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b), payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons or persons specified therein3.3.

Securities in Global Form. If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding of such series from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 304 or Section 2.08305 with respect thereto. Subject to the provisions of Section 2.06 304 and, if applicable, Section 2.08305, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 304 or Section 2.08 305 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 102 and need not be accompanied by an Opinion of Counsel. The provisions of the last immediately preceding sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 102 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05308, unless otherwise specified as contemplated by Section 2.03(b)301, payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 309, and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company and the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a permanent global Security (i) in the case of a permanent global Security in registered form, the Holder of such permanent global Security in registered form, or (ii) in the case of a permanent global Security in bearer form, the Person or Persons specified pursuant to Section 301.

Securities in Global Form. If Securities of a series are issuable in whole or in part in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges or increased to reflect the issuance of beneficial interests in such Security in global form for Securities of such series as contemplated hereinadditional Securities. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons, as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3. Neither the Trustee nor any agent of the Company or Section 2.08the Trustee shall have responsibility for any actions taken or not taken by the Depositary. Subject The Company initially appoints the Trustee to act as the Security Registrar and Paying Agent and to act as Securities Custodian with respect to the provisions global Securities. The Trustee and each Agent are hereby authorized to act in accordance with Applicable Procedures as to each global Security and the Depositary. None of Section 2.06 andthe Company, the Trustee or any Agent shall have any responsibility or obligation to any beneficial owner of a global Security, a Depositary participant or any other Person with respect to the accuracy of the records of the Depositary or its nominee or of any participant thereof or Depositary participant, with respect to any ownership interest in the Securities or with respect to the delivery to any participant, Depositary participant, beneficial owner or other Person (other than the Depositary) of any notice (including any notice of redemption or offer to purchase) or the payment of any amount or delivery of any Securities (or other security or property) under or with respect to such Securities. All notices and communications to be given to the Holders and all payments to be made to Holders in respect of the Securities shall be given or made only to the registered Holders (which shall be the Depositary or its nominee in the case of a global Security). The rights of beneficial owners in any global Security shall be exercised only through the Depositary subject to the applicable rules and procedures of the Depositary. The Company, the Trustee and the Agents may rely and shall be fully protected in relying upon information furnished by the Depositary with respect to its Depositary participants, participants and any beneficial owners. The Company, the Trustee and the Agents shall be entitled to deal with the Depositary, and any nominee thereof, that is the registered holder of any global Security for all purposes of this Indenture relating to such global Security (including the payment of principal, premium, if applicableany, Section 2.08and interest and the giving of instructions or directions by or to the owner or holder of a beneficial ownership interest in such global Security) as the sole holder of such global Security and shall have no obligations to the beneficial owners thereof. None of the Company, the Trustee or the Security Registrar Agents shall deliver and redeliver have any Security in permanent global form in responsibility or liability for any acts or omissions of the manner and upon instructions given by the person or persons specified in such Security in global form or in the applicable Company Order. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any instructions by the Company Depositary with respect to endorsement such global Security, for the records of any such Depositary, including records in respect of beneficial ownership interests in respect of any such global Security, for any transactions between the Depositary and any Depositary participant or delivery between or redelivery among the Depositary, any such Depositary participant and/or any holder or owner of a Security beneficial interest in such global form shall be Security, or for any transfers of beneficial interests in writing but need not be represented by a Company Order and need not be accompanied by an Opinion any such global Security. None of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or any Agent shall have any obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Security (including any transfers between or among Depositary participants, members or beneficial owners in any global Security) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by, the Security Registrar terms of this Indenture, and to examine the Security in global same to determine substantial compliance as to form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b), payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons or persons specified thereinexpress requirements hereof.

Securities in Global Form. If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b)301, then, notwithstanding clause (10) of Section 2.03(b) 301 and the provisions of Section 2.05302, any such Security in global form shall represent such of the Outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form or in the a Company Order to be delivered to the Trustee pursuant to Section 2.06 303 or Section 2.08304. Subject to the provisions of Section 2.06 303 and, if applicable, Section 2.08304, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form or in the applicable Company Order. With respect to the Securities of any series that are represented by a Security in global form, the Company authorizes the execution and delivery by the Trustee of a letter of representation or other similar agreement or instrument in the form customarily provided for by the Depositary appointed with respect to such global Security. Any Security in global form may be deposited with the Depositary or its nominee, or may remain in the custody of the Security Custodian therefor pursuant to a FAST Balance Certificate Agreement or similar agreement between the Trustee and the Depositary. If a Company Order pursuant to Section 2.06 303 or Section 2.08 304 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 103 and need not be accompanied by an Opinion of Counsel. Members of, or participants in, the Depositary ("Agent Members") shall have no rights under this Indenture with respect to any Security issued in global form held on their behalf by the Depositary, or the Security Custodian as its custodian, or under such global Security, and the Depositary may be treated by the Company, the Security Custodian and any agent of the Company or the Trustee as the absolute owner of such global Security for all purposes whatsoever. Notwithstanding the foregoing, (i) the registered holder of a Security of any series issued in global form may grant proxies and otherwise authorize any Person, including Agent Members and Persons that may hold interests through Agent Members, to take any action that a Holder of such series is entitled to take under this Indenture or the Securities of such series and (ii) nothing herein shall prevent the Company, the Security Custodian or any agent of the Company or the Security Custodian, from giving effect to any written certification, proxy or other authorization furnished by the Depositary or shall impair, as between the Depositary and its Agent Members, the operation of customary practices governing the exercise of the rights of a beneficial owner of any Security. Notwithstanding Section 305, except as otherwise specified as contemplated by Section 301, any permanent global Security shall be exchangeable only as provided in this paragraph. If the beneficial owners of interests in a permanent global Security are entitled to exchange such interest for Securities of such series and of like tenor and principal amount of another authorized form and denomination, as specified as contemplated by Section 301, then without unnecessary delay but in any event not later than the earliest date on which such interests may be so exchanged, the Company shall deliver to the Trustee definitive Securities of that series in an aggregate principal amount equal to the principal amount of such permanent global Security, executed by the Company. On or after the earliest date on which such interests may be so exchanged, such permanent global Security shall be surrendered from time to time in accordance with instructions given to the Trustee and the Depositary (which instructions shall be in writing but need not comply with Section 103 or be accompanied by an Opinion of Counsel) by the Depositary or such other depositary as shall be specified in the Company Order with respect thereto to the Trustee, as the Company's agent for such purpose, to be exchanged, in whole or in part, for definitive Securities of the same series without charge and the Trustee shall authenticate and deliver, in exchange for each portion of such permanent global Security, a like aggregate principal amount of other definitive Securities of the same series of authorized denominations and of like tenor as the portion of such permanent global Security to be exchanged; PROVIDED, HOWEVER, that no such exchanges may occur during a period beginning at the opening of business 15 days before any selection of Securities of that series is to be redeemed and ending on the relevant Redemption Date. Promptly following any such exchange in part, such permanent global Security marked to evidence the partial exchange shall be returned by the Trustee to the Depositary or such other depositary referred to above in accordance with the instructions of the Company referred to above. If a definitive Security is issued in exchange for any portion of a permanent global Security after the close of business at the office or agency where such exchange occurs on (i) any Regular Record Date and before the opening of business at such office or agency on the relevant Interest Payment Date, or (ii) any Special Record Date and before the opening of business at such office or agency on the related proposed date for payment of Defaulted Interest, interest or Defaulted Interest, as the case may be, will not be payable on such Interest Payment Date or proposed date for payment, as the case may be, in respect of such Security, but will be payable on such Interest Payment Date or proposed for payment, as the case may be, only to the Person to whom interest in respect of such portion of such permanent global Security is payable in accordance with the provisions of this Indenture. Notwithstanding Section 305, except as otherwise specified as contemplated by Section 301, transfers of a Security issued in global form shall be limited to transfers of such global Security in whole, but not in part, to the Depositary, its successors or their respective nominees. Interests of beneficial owners in a Security issued in global form may be transferred in accordance with the rules and procedures of the Depositary. Securities of any series shall be transferred to all beneficial owners of a global Security of such series in exchange for their beneficial interests in that global Security if, and only if, either (1) the Depositary notifies the Company that it is unwilling or unable to continue as Depositary for the global Security of such series and a successor Depositary is not appointed by the Company within 90 days of such notice, (2) an Event of Default has occurred with respect to such series and is continuing and the Security Registrar has received a request from the Depositary or the Trustee to issue Securities of such series in lieu of all or a portion of that global Security (in which case the Company shall deliver Securities of such series within 30 days of such request) or (3) the Company determines not to have the Securities of such series represented by a global Security. In connection with any transfer of a portion of the beneficial interest in a global Security of any series to beneficial owners pursuant to this Section 203, the Security Registrar shall reflect on its books and records the date and a decrease in the principal amount of the global Security of that series in an amount equal to the principal amount of the beneficial interest in the global Security of that series to be transferred, and the Company shall execute, and the Trustee upon receipt of a Company Order for the authentication and delivery of Securities of that series shall authenticate and deliver, one or more Securities of the same series of like tenor and amount. In connection with the transfer of all the beneficial interests in a global Security of any series to beneficial owners pursuant to this Section 203, the global Security shall be deemed to be surrendered to the Trustee for cancellation, and the Company shall execute, and the Trustee shall authenticate and deliver, to each beneficial owner identified by the Depositary in exchange for its beneficial interest in the global Security, an equal aggregate principal amount of Securities of that series of authorized denominations. Neither the Company nor the Trustee will have any responsibility or liability for any aspect of the records relating to, or payments made on account of, Securities of any series by the Depositary, or for maintaining, supervising or reviewing any records of the Depositary relating to such Securities. Neither the Company nor the Trustee shall be liable for any delay by the related global Security Holder or the Depositary in identifying the beneficial owners, and each such Person may conclusively rely on, and shall be protected in relying on, instructions from such global Security Holder or the Depositary for all purposes (including with respect to the registration and delivery, and the respective principal amounts, of the Securities to be issued). The provisions of the last sentence of Section 2.06 303 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 103 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06303. Notwithstanding the provisions of Section 2.05Sections 201 and 307, unless otherwise specified as contemplated by Section 2.03(b)301, payment of principal of (and any premium premium, if any) and interest on and any Additional Amounts with respect to any Security in permanent global form shall be made to the persons Person or persons Persons specified therein.. Notwithstanding the provisions of Section 308 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company or of the Trustee shall treat a Person as the Holder of such principal amount of Outstanding Securities represented by a global Security as shall be specified in a written statement, if any, of the Holder of such global Security, which is produced to the Security Registrar by such Holder. Global Securities may be issued in either temporary or permanent form. Permanent global Securities will be issued in definitive form. ARTICLE THREE THE SECURITIES

Securities in Global Form. If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b)202 or Section 301, as the case may be, then, notwithstanding clause (10a)(8) of Section 2.03(b202 and clause (a)(8) of Section 202 as it applies to Section 301 and the provisions of Section 2.05401, any such global Security in global form shall represent such of the Outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced or increased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order (or, in the case of Medium-Term Debt Securities, the Medium-Term Debt Securities Certificate) to be delivered to the Trustee pursuant to Section 2.06 402 or Section 2.08403. Subject to the provisions of Section 2.06 402 and, if applicable, Section 2.08403, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent definitive global bearer form in the manner and upon written instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company OrderOrder (or, in the case of Medium-Term Debt Securities, the Medium-Term Debt Securities Certificate). If a Company Order (or, in the case of Medium-Term Debt Securities, Medium-Term Debt Securities Certificate) pursuant to Section 2.06 402 or Section 2.08 403 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 102 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of the fifth paragraph of Section 2.06 402 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 102 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of the fifth paragraph of Section 2.06402. Notwithstanding the provisions of Section 2.05406, unless otherwise specified as contemplated by Section 2.03(b)202 or Section 301, as the case may be, payment of principal of and any premium and any interest on any Security in permanent definitive global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 407 and except as provided in the preceding paragraph, if so specified as contemplated by Section 202 or Section 301, as the case may be, with respect to the Securities of any series, the Company, and any agent of the Company may, and the Trustee and any agent of the Trustee, at the direction of the Company, may treat a Person having a beneficial interest in a definitive global Security as the Holder of such principal amount of Outstanding Securities of such Series represented by such definitive global Security as shall be specified in a written statement of the Holder of such definitive global Security or, in the case of a definitive global Security in bearer form, of Euro-clear or CEDEL S.A. which is produced to the Trustee by such Person; provided, however, that none of the Company, the Trustee, the Security Registrar or any Paying Agent shall have any responsibility or liability for any aspect of the records relating to or payments made on account of beneficial ownership interests in a Security in global form or for maintaining, supervising or reviewing any records relating to such beneficial ownership interests.

Securities in Global Form. If Securities of or within a ------------------------- series are issuable in whole or in part in temporary or permanent global form, as specified as contemplated by Section 2.03(b), Section 3.1 then, notwithstanding clause (10) 8) of Section 2.03(b3.1(b) and the provisions of Section 2.053.2, any such Security in global form shall represent such of the Outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby thereby, shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4. Subject to the provisions of Section 2.06 andSections 3.3, if applicable, Section 2.083.4 and 3.5, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any Any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but (which need not be represented by a Company Order comply with Section 1.2 hereof and need not be accompanied by an Opinion of Counsel). The provisions of the last sentence paragraph of Section 2.06 3.3 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 1.2 and need not be accompanied by an Opinion of Counsel) with regard to the reduction or increase in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence paragraph of Section 2.063.3. Notwithstanding Every Security in global form authenticated and delivered hereunder shall bear a legend in substantially the provisions of Section 2.05following form: THIS SECURITY IS A SECURITY ISSUED IN GLOBAL FORM AS CONTEMPLATED BY AND WITHIN THE MEANING OF THE INDENTURE DATED AS OF __________ ___, unless otherwise specified as contemplated by Section 2.03(b1997, BETWEEN ST. XXXX BANCORP, INC. AND XXXXXX TRUST AND SAVINGS BANK, AS TRUSTEE (THE "INDENTURE"), payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons or persons specified thereinAND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. THIS SECURITY MAY NOT BE TRANSFERRED TO, OR REGISTERED OR EXCHANGED FOR SECURITIES IN THE NAME OF, ANY PERSON OTHER THAN THE DEPOSITARY OR A NOMINEE THEREOF AND NO SUCH TRANSFER MAY BE REGISTERED, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE. EVERY SECURITY AUTHENTICATED AND DELIVERED UPON REGISTRATION OF TRANSFER OF, OR IN EXCHANGE FOR OR IN LIEU OF, THIS SECURITY SHALL BE A SECURITY ISSUED IN GLOBAL FORM SUBJECT TO THE FOREGOING, EXCEPT IN SUCH LIMITED CIRCUMSTANCES.

Securities in Global Form. If the Company shall establish pursuant to Section 2.02 that the Securities of or within a series are issuable to be issued in whole or in part in global form, then the Company shall execute, and the Trustee shall, in accordance with Section 2.04 and the written order of the Company contemplated thereby, authenticate and deliver one or more global Securities in temporary or permanent form that (i) shall be registered, if in registered form, in the name of the depositary for such global Security or Securities or the nominee of such depositary, (ii) shall be delivered by the Trustee to such depositary or pursuant to such depositary's instructions, and (iii) shall bear a legend substantially to the following effect: "Unless and until it is exchanged in whole or in part for Securities in definitive form, this Security may not be transferred except as specified a whole by the depositary to a nominee of the depositary or by a nominee of the depositary to the depositary or another nominee of the depositary or by the depositary or any such nominee to a successor depositary or a nominee of such successor depositary." Each depositary designated pursuant to Section 2.02 for a global Security in registered form must be, to the extent required by applicable law or regulation, a clearing agency registered under the Securities Exchange Act of 1934, as contemplated by Section 2.03(b)amended, thenand any other applicable statute or regulation, notwithstanding at the time of its designation and at all times that it serves as depositary. Notwithstanding clause (1014) of Section 2.03(b) 2.02 and the provisions of Section 2.052.03, any such global Security in global form shall represent such of the outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of outstanding Securities Outstanding of such series from time to time endorsed thereon and that the aggregate amount of outstanding Securities Outstanding represented thereby may from time to time be reduced increased or decreased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person or persons as shall be specified in such Security in global form therein or in the written order of the Company Order to be delivered to the Trustee pursuant to Section 2.06 or Section 2.082.04. Subject to the provisions of Section 2.06 2.04 and, if applicable, Section 2.082.11, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person or persons specified in such Security in global form therein or in the applicable Company Orderwritten order of the Company. If a written order of the Company Order pursuant to Section 2.06 or Section 2.08 2.04 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Sections 10.04 and 10.05 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of the third paragraph of Section 2.06 2.04 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Sections 10.04 and 10.05 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions third paragraph of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b), payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons or persons specified therein2.04.

Securities in Global Form. If The Securities will be initially evidenced by a global certificate (a "Global Security") in fully registered form. The Global Security will be duly executed by the Company and authenticated by the Trustee and deposited with and registered in the name of a series are issuable in global formcommon depositary (or its nominee) (the "Common Depositary") for the Clearing Agencies. The Global Security initially evidencing the Securities will bear the Regulation S Legend (such Global Security, the "Regulation S Global Security"). As long as specified as contemplated by Section 2.03(b)a Global Security evidencing the Securities is on deposit with the Clearing Agencies or any of their respective successors, then: (1) any holder wishing to acquire, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security hold or transfer an interest in global form shall represent such respect of the Securities must do so through an account with a Clearing Agency or any of their respective successors or another securities intermediary holding an equivalent interest in respect of the Securities directly or indirectly through a clearing agency or any of its successors; (2) there will be one or more securities intermediaries standing between each such series Outstanding accountholder and the underlying Securities; (3) the Company, the Guarantor, the Trustee and any agent thereof will have the right to treat the Clearing Agencies or their respective successors or agents as the holders exclusively entitled to receive interest and other payments or property in respect of or in exchange for or upon conversion of the Securities (including the ADS or Ordinary Shares issuable upon conversion of the Securities), and otherwise to exercise all the rights and powers with respect to any Security; (4) the Company's and/or the Guarantor's obligation to make payments of interest and principal and other amounts with respect to any Security shall be specified therein, and any such Security in global form may provide that it shall represent discharged at the aggregate amount of Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated herein. Any endorsement of a Security in global form to reflect the amount, or any decrease payment in the amount, appropriate amount is made in accordance with the agency agreement to a clearing agency or its successor or agent; (5) the Guarantor's obligation to deliver ADSs or Ordinary Shares upon the exercise by a Holder of Securities Outstanding represented thereby its conversion rights shall be made discharged at the time (A) book entry positions representing such ADSs or Ordinary Shares are delivered by the Trustee to a Clearing Agency or its successor or agent in accordance with the Indenture or, as the case may be, ADSs or Ordinary Shares are delivered by the Trustee on the Guarantor's behalf to the Common Depositary for deposit in accordance with the terms of the Indenture and the Deposit Agreement or (B) if the Guarantor shall have exercised its right to pay a Cash Alternative, such payment shall have been made to a Clearing Agency or its successor or agent; and (6) any Person that acquires, holds or transfers interests in respect of any Security through accounts with a Clearing Agency or with any other financial intermediary will be subject to the laws and contractual provisions governing such Person's relationship with such financial intermediary, as well as the laws and contractual provisions governing the relationship between this financial intermediary and each other financial intermediary, if any, standing between itself and the Global Security evidencing the Securities and the register to determine (A) the legal nature of its interest in respect of any Security and whether such interest is protected against the insolvency of its financial intermediary or any financial intermediary standing between such investor and the underlying Securities and the Security Registrar Register, (B) whether a Clearing Agency or its successor, and each other securities intermediary, if any, standing between such Person and the underlying Securities and the Security Register, is required to enforce the payment and other terms of the Securities against the Guarantor or to put its accountholders in a position to do so directly and (C) whether such manner Person's financial intermediary and upon instructions given by each financial intermediary, if any, standing between such Person and the under- lying securities and the Security Register, is required to pass on to such person or persons as shall be specified in such Security in global form or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 or Section 2.08benefits of ownership of any Securities. Subject to the provisions of Section 2.06 andconditions stated above, if applicableany Global Security is exchanged for physical certificates in fully registered form each evidencing a single Security or less than the entire issue of Securities, Section 2.08then: (1) the Company, the Guarantor, the Trustee and any agent thereof will have the right to treat each registered Holder of Securities as the Holder and person exclusively entitled to receive interest and other payments or the Security Registrar shall deliver and redeliver any Security property in permanent global form in the manner and respect of, upon instructions given by the person or persons specified in such Security in global form conversion of, or in exchange for, the applicable Company Order. If a Company Order pursuant Securities, including the ADSs or Ordinary Shares, and otherwise to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any instructions by exercise all the Company rights and powers with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply any security, subject to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b), payment applicable law; (2) the Company's and/or Guarantor's obligation to make payments of interest and principal of and any premium and interest on any Security in permanent global form other amounts with respect to the Securities shall be discharged at the time payment in the appropriate amount is made in accordance with the provisions of this Indenture to each such Holder; and (3) the persons Company's and/or Guarantor's obligations to deliver ADSs or persons specified thereinOrdinary Shares upon the exercise by any Holder of Securities of its conversion rights shall be discharged at the time the ADSs or Ordinary Shares are delivered to such Holder of Securities.

Securities in Global Form. If If, pursuant to Section 301, Securities of a series are shall be issuable in temporary or permanent global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any principal amount of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser principal amount as is permitted by the terms thereof) from time to time endorsed thereon or reflected on the books and records of the Trustee and may also provide that the aggregate principal amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the principal amount, or any increase or decrease in the principal amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in therein or pursuant to Section 301 with respect to such Security in global form or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 303 or Section 2.08304 with respect thereto. Subject to the provisions of Section 2.06 303 and, if applicable, Section 2.08304, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon written instructions given by the person Person or persons Persons specified in therein or pursuant to Section 301 with respect to such Security in global form or in the applicable Company Order. If a Company Order pursuant to Section 2.06 303 (with respect to Outstanding Securities) or Section 2.08 304 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented accompanied by a or contained in an Officer’s Certificate of the Company Order and need not be accompanied by an Opinion of Counsel. The Notwithstanding the foregoing provisions of this paragraph, in the last sentence of event a global Security is exchangeable for definitive Securities as provided in Section 2.06 shall apply 305, then, unless otherwise provided in or pursuant to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers this Indenture with respect to the Securities of such series, the Trustee or the shall deliver and redeliver such global Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction extent necessary to effect such exchanges, shall endorse such global Security to reflect any decrease in the principal amount of Securities represented therebythereto resulting from such exchanges and shall take such other actions, together with the written statement all as contemplated by the last sentence of Section 2.06305. Notwithstanding the provisions of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b)307, payment of principal of and of, any premium and interest on on, and any Additional Amounts in respect of any Security in temporary or permanent global form shall be made to the persons Person in whose name such Security is registered. Notwithstanding anything to the contrary in this Indenture, the Company, the Trustee and any agent of the Company and the Trustee shall treat as the Holder of the principal amount of Outstanding Securities represented by a global Security (i) in the case of a global Security in registered form, the Holder of such global Security in registered form, or persons (ii) in the case of a global Security in bearer form, the Person or Persons specified thereinpursuant to Section 301.

Securities in Global Form. If Securities of or within a series are issuable in whole or in part in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, then any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate or a specified amount of the Outstanding Securities Outstanding of such series from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding of such series represented thereby may from time to time be reduced or increased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.03 or Section 2.083.04. Subject to the provisions of Section 2.06 3.03 and, if applicable, Section 2.083.04, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.03 or Section 2.08 3.04 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 1.02 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence paragraph of Section 2.06 3.03 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 1.02 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05Sections 2.01 and 3.07, unless otherwise specified as contemplated by Section 2.03(b)3.01, payment of principal of and any premium and other amounts, if any, and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein.

Securities in Global Form. If Securities of a series are ------------------------- issuable in global form, as specified as contemplated by pursuant to Section 2.03(b)2.1, then, notwithstanding clause (10h) of Section 2.03(b) 2.1 and the provisions of Section 2.052.2, any such Security in global form shall represent such of the Outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon written instructions given by such person Person or persons Persons as shall be specified in such Security in global form or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 2.3 or Section 2.082.4. Subject to the provisions of Section 2.06 2.3 and, if applicable, Section 2.082.4, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon written instructions given by the person Person or persons Persons specified in such Security in global form or in the applicable Company Order. If a Company Order pursuant to Section 2.06 2.3 or Section 2.08 2.4 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 14.6 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05Sections 2.13 and 2.9, unless otherwise specified as contemplated by pursuant to Section 2.03(b)2.1, payment of principal of and any premium and any interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein. The holders of beneficial interests in any temporary or permanent global Security shall have no rights under this Indenture with respect to any global Security held on their behalf by a U.S. Depository or Common Depository, as the case may be, and such U.S. Depository or Common Depository, as the case may be, may be treated by the Company, the Trustee, and any agent of the Company or the Trustee as the owner of such global Security for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Company, the Trustee, or any agent of the Company or the Trustee, from giving effect to any written certification, proxy or other authorization furnished by a U.S. Depository or Common Depository, as the case may be, or impair, as between a U.S. Depository or Common, as the case may be, and holders of beneficial interests in any temporary or permanent global Security as the case may be, the operation of customary practices governing the exercise of the rights of a Holder of a Security of any series, including without limitation the granting of proxies or other authorization of participants to give or take any request, demand, authorization, direction, notice, consent, waiver or other action which a Holder is entitled to give or take under this Indenture. None of the Company, the Trustee, any Paying Agent or the Security Registrar will have any responsibility or liability for any aspect of the records relating to or payments made on account of beneficial ownership interests of a global Security or for supervising or reviewing any records relating to such beneficial ownership interests. Each U.S. Depository designated pursuant to Section 2.1 for a global Security in registered form must, at the time of its designation and at all times while it serves as U.S. Depository, be a clearing agency registered under the Securities Exchange Act of 1934, as amended, and any other applicable statute or regulation.

Securities in Global Form. Unless otherwise provided in or pursuant to this Indenture or any Securities, the Securities shall not be issuable in temporary or permanent global form. If Securities of a series are shall be issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4 with respect thereto. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented accompanied by a Company Order or contained in an Officers' Certificate and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.053.7, unless otherwise specified as contemplated by Section 2.03(b)in or pursuant to this Indenture or any Securities, payment of principal of and of, any premium and interest on on, and any Additional Amounts in respect of, any Security in temporary or permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 3.8 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company and the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a global Security (i) in the case of a global Security in registered form, the Holder of such global Security in registered form, or (ii) in the case of a global Security in bearer form, the Person or Persons specified pursuant to Section 3.1.

Securities in Global Form. Unless otherwise provided in or pursuant to this Indenture or any Securities, the Securities shall be issuable in global form. If Securities of a series are shall be issuable in temporary or permanent global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon or reflected on the books and records of the Trustee and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in therein or pursuant to Section 301 with respect to such Security in global form or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 303 or Section 2.08304 with respect thereto. Subject to the provisions of Section 2.06 303 and, if applicable, Section 2.08304, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in therein or pursuant to Section 301 with respect to such Security in global form or in the applicable Company Order. If a Company Order pursuant to Section 2.06 303 or Section 2.08 304 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented accompanied by a Company Order or contained in an Officers’ Certificate and need not be accompanied by an Opinion of Counsel. The Notwithstanding the foregoing provisions of this paragraph, in the last sentence of event a global Security is exchangeable for definitive Securities as provided in Section 2.06 shall apply 305, then, unless otherwise provided in or pursuant to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers this Indenture with respect to the Securities of such series, the Trustee or the shall deliver and redeliver such global Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction extent necessary to effect such exchanges, shall endorse such global Security to reflect any decrease in the principal amount of Securities represented therebythereto resulting from such exchanges and shall take such other actions, together with the written statement all as contemplated by the last sentence of Section 2.06305. Notwithstanding the provisions of Section 2.05307, unless otherwise specified as contemplated by Section 2.03(b)in or pursuant to this Indenture or any Securities, payment of principal of and of, any premium and interest on on, and any Additional Amounts in respect of, any Security in temporary or permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 308 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company and the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a global Security (i) in the case of a global Security in registered form, the Holder of such global Security in registered form, or (ii) in the case of a global Security in bearer form, the Person or Persons specified pursuant to Section 301.

Securities in Global Form. Unless otherwise provided in or pursuant to this Indenture or any Securities, the Securities shall be issuable in permanent global form. If Securities of a series are shall be issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges exchanges, redemptions or transfer of beneficial interests in such from one Global Security in global form for Securities of such series as contemplated hereinto another Global Security. Any endorsement of a any Global Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4 with respect thereto. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Global Security in global form shall be in writing but need not be represented accompanied by a Company Order or contained in an Officer’s Certificate and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.053.7, unless otherwise specified as contemplated by Section 2.03(b)in or pursuant to this Indenture or any Securities, payment of principal of and of, any premium and interest on on, and any Additional Amounts in respect of, any Security in temporary or permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 3.8 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company or the Trustee shall treat as the Holder of such principal amount of Outstanding Securities as is represented by a Global Security in the case of a Global Security in registered form, the Holder of such Global Security in registered form. Each Global Security shall bear a legend in substantially the following form (unless otherwise specified by the Depositary): “THIS DEBT SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. THIS DEBT SECURITY MAY NOT BE TRANSFERRED TO, OR REGISTERED OR EXCHANGED FOR SECURITIES REGISTERED IN THE NAME OF, ANY PERSON OTHER THAN THE DEPOSITARY OR A NOMINEE THEREOF AND NO SUCH TRANSFER MAY BE REGISTERED, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE. EVERY DEBT SECURITY AUTHENTICATED AND DELIVERED UPON REGISTRATION OF TRANSFER OF, OR IN EXCHANGE FOR OR IN LIEU OF, THIS DEBT SECURITY SHALL BE A GLOBAL SECURITY SUBJECT TO THE FOREGOING, EXCEPT IN SUCH LIMITED CIRCUMSTANCES.”

Securities in Global Form. If Securities any Security of a series are is issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding of such Series from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding of such Series represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar and in such manner and upon instructions given by such person or persons as shall be specified in such Security in global form or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 or Section 2.08Security. Subject to the provisions of Section 2.06 and, if applicable, Section 2.08, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person or persons specified in such Security in global form or in the applicable Company Order. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any Any instructions by the Company Issuer with respect to endorsement or delivery or redelivery of a Security in global form form, after its initial issuance, shall be in writing but need not be represented by a Company Order and need not be accompanied by an Opinion of Counselcomply with Section 102. The provisions of the last sentence of Section 2.06 shall apply Unless otherwise provided with respect to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount series of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b)301, payment of principal of Global Securities shall be issuable only in registered form without coupons, and any premium and interest on any may be issued in either temporary or permanent form. Any Security issued in permanent global form shall bear the following legend: THIS NOTE IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN CERTIFICATED FORM, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. If a Global Security is to be made to held by The Depository Trust Company, then such Security shall bear such additional legend(s) as may be required by the persons or persons specified thereinDepository Trust Company in connection with such Security.

Securities in Global Form. If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding of such series from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 303 or Section 2.08304 with respect thereto. Subject to the provisions of Section 2.06 303 and, if applicable, Section 2.08304, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 303 or Section 2.08 304 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 102 and need not be accompanied by an Opinion of Counsel. The provisions of the last immediately preceding sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 102 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06immediately preceding sentence. Notwithstanding the provisions of Section 2.05307, unless otherwise specified as contemplated by Section 2.03(b)301, payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein.. Notwithstanding the provisions of Section 309 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company and the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a permanent global Security (i) in the case of a permanent global Security in registered form, the Holder of such permanent global Security in registered form, or (ii) in the case of a permanent global Security in bearer form, the Person or Persons specified pursuant to Section 301. ARTICLE THREE

Securities in Global Form. Unless otherwise provided in or pursuant to this Indenture or any Securities, the Securities shall not be issuable in temporary or permanent global form. If Securities of a series are shall be issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4 with respect thereto. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver redeliver, in each case at the Company's expense, any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented accompanied by a Company Order or contained in an Officers' Certificate and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.053.7, unless otherwise specified as contemplated by Section 2.03(b)in or pursuant to this Indenture or any Securities, payment of principal of and of, any premium and interest on on, and any Additional Amounts in respect of, any Security in temporary or permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 3.8 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company or the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a global Security (i) in the case of a global Security in registered form, the Holder of such global Security in registered form, or (ii) in the case of a global Security in bearer form, the Person or Persons specified pursuant to Section 3.1.

Securities in Global Form. If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b)301, then, notwithstanding clause (10) of Section 2.03(b) 301 and the provisions of Section 2.05302, any such Security in global form shall represent such of the Outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form or in the a Company Order to be delivered to the Trustee pursuant to Section 2.06 303 or Section 2.08304. Subject to the provisions of Section 2.06 303 and, if applicable, Section 2.08304, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form or in the applicable Company Order. If a Company Order pursuant to Section 2.06 303 or Section 2.08 304 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 103 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 303 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 103 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06303. Notwithstanding the provisions of Section 2.05Sections 201 and 307, unless otherwise specified as contemplated by Section 2.03(b)301, payment of principal of (and any premium premium, if any) and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein.. Notwithstanding the provisions of Section 308 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company or of the Trustee shall treat a Person as the Holder of such principal amount of Outstanding Securities represented by a global Security as shall be specified in a written statement, if any, of the Holder of such global Security, which is produced to the Security Registrar by such Holder. Global Securities may be issued in either temporary or permanent form. Permanent global Securities will be issued in definitive form. SECTION 204. BOOK-ENTRY SECURITIES. Notwithstanding any provision of this Indenture to the contrary:

Securities in Global Form. If Securities of or within a series are issuable in whole or in part in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate or specified amount of Outstanding Securities Outstanding from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced or increased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby thereby, shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4. Subject to the provisions of Section 2.06 and3.3, Section 3.4, if applicable, and Section 2.083.5, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any Any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 1.2 hereof and need not be accompanied by an Officers' Certificate or an Opinion of Counsel. The provisions of the last sentence paragraph of Section 2.06 3.3 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 1.2 hereof and need not be accompanied by an Officers' Certificate or an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence paragraph of Section 2.06. Notwithstanding the provisions of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b), payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons or persons specified therein3.3.

Securities in Global Form. If Securities of a series are issuable in global formas a Global Security, as specified as contemplated by Section 2.03(b)2.03(a) hereof, then, notwithstanding clause (109) of Section 2.03(b2.03(a) hereof and the provisions of Section 2.052.03(b) hereof, any such Global Security in global form shall represent such of the outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate principal amount of outstanding Securities Outstanding from time to time endorsed thereon or otherwise notated on the books and records of the Registrar and that the aggregate principal amount of outstanding Securities Outstanding represented thereby may from time to time be reduced or increased, as appropriate, to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinand redemptions. Any endorsement of a Global Security in global form to reflect the amount, aggregate principal amount of any increase or any decrease in the amount, amount of outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person or persons the Holder thereof as shall be specified in such Security in global form or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 or Section 2.08. Subject to the provisions of Section 2.06 and, if applicable, Section 2.08, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given required by the person or persons specified in such Security in global form or in the applicable Company Order. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, hereof. Global Securities may be issued in either registered or simultaneously is, delivered, any instructions by the Company with respect to endorsement bearer form and in either temporary or delivery or redelivery of a Security permanent form. Permanent Global Securities will be issued in global form shall be in writing but need not be represented by a Company Order and need not be accompanied by an Opinion of Counseldefinitive form. The provisions of the last sentence of Section 2.06 2.04 hereof shall apply to any Security represented by a Global Security in global form if such Security was never issued and sold by the Company Company, and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 13.04 or 13.05 hereof and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.062.04 hereof. Notwithstanding the provisions of Section 2.05Sections 2.02 and 2.14 hereof, unless otherwise specified as contemplated by Section 2.03(b)2.03(a) hereof, payment of principal of and any premium and interest on any Global Security in permanent global form shall be made to the persons person or persons specified therein. None of the Company, the Guarantor, if any, the Trustee of such series of Securities, any Paying Agent or Registrar will have any responsibility or liability for any aspect of the records relating to or payments made on account of beneficial ownership interests of a Global Security or for maintaining, supervising or reviewing any records relating to such beneficial ownership interests.

Securities in Global Form. If Except as provided herein, the Securities shall be issued in the form of a series are issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any one or more permanent Global Securities. Any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate principal amount of all Outstanding Securities Outstanding (or such lesser principal amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate principal amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the principal amount, or any increase or decrease in the principal amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Corporation Order to be delivered to the Trustee pursuant to Section 2.06 3.02 – Execution, Authentication and Delivery or Section 2.083.04 – Temporary Securities with respect thereto. Subject to the provisions of Section 2.06 3.02 – Execution, Authentication and Delivery and, if applicable, Section 2.083.04 – Temporary Securities, the Trustee or the Security Registrar Trustees shall deliver and redeliver redeliver, in each case at the Corporation’s expense, any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Corporation Order. If a Company Corporation Order pursuant to Section 2.06 3.02 – Execution, Authentication and Delivery or Section 2.08 3.04 – Temporary Securities has been, or simultaneously is, delivered, any instructions by the Company Corporation with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented accompanied by a Company Order or contained in an Officers’ Certificate and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b), payment of principal of of, and any premium and interest on on, any Global Security in permanent global form shall be made to the persons Holder thereof, unless otherwise specified in or persons specified thereinpursuant to this Indenture or such Security. Securities offered and sold in their initial distribution in reliance on Rule 144A shall be issued in the form of one or more Global Securities (“Rule 144A Global Securities”) deposited with the Global Trustee as custodian for DTC and registered in the name of Cede & Co., as nominee for DTC, duly executed by the Corporation and authenticated by the Trustees as herein provided, for credit by the Depositary to the respective accounts of beneficial owners of the Securities represented thereby (or such other accounts as they may direct). The aggregate principal amount of any Rule 144A Global Security may from time to time be increased or decreased by adjustments made by a Registrar on the Security Register, as hereinafter provided. Securities offered and sold in their initial distribution in reliance on Regulation S shall be issued in the form of one or more Global Securities (“Regulation S Global Securities”) deposited with the Global Trustee as custodian for DTC and registered in the name of Cede & Co., as nominee for DTC, duly executed by the Corporation and authenticated by the Trustees as herein provided, for credit by the Depositary to the respective accounts of beneficial owners of the Securities represented thereby (or such other accounts as they may direct). The aggregate principal amount of any Regulation S Global Security may from time to time be increased or decreased by adjustments made by a Registrar on the Security Register, as hereinafter provided. Members of, or Participants and account holders in, DTC (the “Agent Members”) shall have no rights under this Indenture with respect to any Global Security held on their behalf by the Depositary, a Trustee or any custodian of the Depositary, or under the Global Security, and the Depositary or its nominee may be treated by the Corporation, each Trustee, each Agent and any agent of the Corporation or a Trustee or any Agent as the absolute owner of such Global Security for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Corporation, a Trustee, each Agent or any agent of the Corporation or a Trustee or any Agent, from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC, on the one hand, and the Agent Members, on the other hand, the operation of customary practices governing the exercise of the rights of a Holder of any Global Security (or of the rights of a holder of a beneficial interest in any Global Security).

Securities in Global Form. If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b)3.1, then, notwithstanding clause (1012) of Section 2.03(b) 3.1 and the provisions of Section 2.053.2, 15 any such Security in global form shall represent such of the Outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 1.2 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 3.3 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 1.2 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.063.3. Notwithstanding the provisions of Section 2.05Sections 2.1 and 3.7, unless otherwise specified as contemplated by Section 2.03(b)3.1, payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 3.8 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company and the Trustee shall treat a Person as the Holder of such principal amount of Outstanding Securities represented by a permanent global Security as shall be specified in a written statement of the Holder of such permanent global Security or, in the case of a permanent global Security in bearer form, of Euro-clear or CEDEL S.A. which is provided to the Trustee by such Person.

Securities in Global Form. If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate amount of Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated herein. Any endorsement of a Security in global form to reflect the amount, or any decrease in the amount, of Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person or persons as shall be specified in such Security in global form or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 or Section 2.08. Subject to the provisions of Section 2.06 and, if applicable, Section 2.08, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person or persons specified in such Security in global form or in the applicable Company Order. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b), payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons or persons specified therein.

Securities in Global Form. If the Company shall establish pursuant to Section 2.02 that the Securities of or within a series are issuable to be issued in whole or in part in global form, then the Company shall execute, and the Trustee shall, in accordance with Section 2.04 and the written order of the Company contemplated thereby, authenticate and deliver one or more global Securities in temporary or permanent form that (i) shall be registered, if in registered form, in the name of the depositary for such global Security or Securities or the nominee of such depositary, (ii) shall be delivered by the Trustee to such depositary or pursuant to such depositary's instructions, and (iii) shall bear a legend substantially to the following effect: "Unless and until it is exchanged in whole or in part for Securities in definitive form, this Security may not be transferred except as specified a whole by the depositary to a nominee of the depositary or by a nominee of the depositary to the depositary or another nominee of the depositary or by the depositary or any such nominee to a successor depositary or a nominee of such successor depositary." Each depositary designated pursuant to Section 2.02 for a global Security in registered form must be, to the extent required by applicable law or regulation, a clearing agency registered under the Securities Exchange Act of 1934, as contemplated by Section 2.03(b)amended, thenand any other applicable statute or regulation, notwithstanding at the time of its designation and at all times that it serves as depositary. Notwithstanding clause (1014) of Section 2.03(b) 2.02 and the provisions of Section 2.052.03, any such global Security in global form shall represent such of the outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of outstanding Securities Outstanding of such series from time to time endorsed thereon and that the aggregate amount of outstanding Securities Outstanding represented thereby may from time to time be reduced increased or decreased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person or persons as shall be specified in such Security in global form therein or in the written order of the Company Order to be delivered to the Trustee pursuant to Section 2.06 or Section 2.082.04. Subject to the provisions of Section 2.06 2.04 and, if applicable, Section 2.082.11, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person or persons specified in such Security in global form therein or in the applicable Company Orderwritten order of the Company. If a written order of the Company Order pursuant to Section 2.06 or Section 2.08 2.04 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Sections 11.04 and 11.05 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b), payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons or persons specified therein.24

Securities in Global Form. (a) If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b)2.02 or Section 3.01, as the case may be, then, notwithstanding clause (10a)(viii) of Section 2.03(b2.02 or clause (b)(ix) of Section 3.01, as the case may be, and the provisions of Section 2.054.01, any such Security in global form shall represent such of the Outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced or increased to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order (or, in the case of Medium-Term Debt Securities, the Medium-Term Debt Securities Certificate) to be delivered to the Trustee pursuant to Section 2.06 4.02 or Section 2.084.03. Subject to the provisions of Section 2.06 4.02 and, if applicable, Section 2.084.03, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent definitive global bearer form in the manner and upon written instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company OrderOrder (or, in the case of Medium-Term Debt Securities, the Medium-Term Debt Securities Certificate). If a Company Order (or, in the case of Medium-Term Debt Securities, Medium-Term Debt Securities Certificate) pursuant to Section 2.06 4.02 or Section 2.08 4.03 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 1.02 and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence of Section 2.06 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06. Notwithstanding the provisions of Section 2.05, unless otherwise specified as contemplated by Section 2.03(b), payment of principal of and any premium and interest on any Security in permanent global form shall be made to the persons or persons specified therein.

Securities in Global Form. Unless otherwise provided in or pursuant to this Indenture or any Securities, the Securities shall not be issuable in temporary or permanent global form. If Securities of a series are Series shall be issuable in global form, as specified as and contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.053.1, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it or any number of such Securities shall represent the aggregate amount of all Outstanding Securities Outstanding of such Series (or such lesser amount as is permitted by the terms thereof) from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be increased or reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a any Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4 with respect thereto. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver redeliver, in each case at the Company’s expense, any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or in the applicable Company Order. If a Company Order pursuant to Section 2.06 3.3 or Section 2.08 3.4 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented accompanied by a Company Order or contained in an Officers’ Certificate and need not be accompanied by an Opinion of Counsel. The Notwithstanding the provisions of the last sentence Section 3.7, unless otherwise specified in or pursuant to this Indenture or any Securities, payment of Section 2.06 shall apply to principal of, any premium and interest on, any Security represented by a Security (i) in temporary form shall be made to the Person or Persons specified therein, and (ii) in global form if and registered in the name of a Depository or its nominee shall be made to the Depository or its nominee as the Holder of such Security was never issued global Security. Neither the Company nor the Trustee shall have any responsibility or liability for any aspect of the records relating to, or payments made on account of, beneficial ownership interests of a global Security, or for maintaining, supervising or reviewing any records relating to beneficial ownership interests, and sold by each of the Company and the Company delivers to the Trustee may act or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated refrain from acting without liability on any information provided by the last sentence of Section 2.06Depository. Notwithstanding the provisions of Section 2.053.8 and except as provided in the preceding paragraph, unless otherwise specified as contemplated by Section 2.03(b)the Company, payment of principal of the Trustee and any premium and interest on any agent of the Company or the Trustee shall treat as the Holder of such principal amount of Outstanding Securities represented by a global Security (i) in the case of a global Security in permanent registered form, the Holder of such global form shall be made Security in registered form, or (ii) in the case of a global Security in bearer form, the Person or Persons specified pursuant to the persons or persons specified thereinSection 3.1.

Securities in Global Form. If Securities of or within a series are issuable in whole or in part in global form, as specified as contemplated by Section 2.03(b), then, notwithstanding clause (10) of Section 2.03(b) and the provisions of Section 2.05, any such Security in global form shall represent such of the Securities of such series Outstanding as shall be specified therein, and any such Security in global form may provide that it shall represent the aggregate or specified amount of Outstanding Securities Outstanding from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities Outstanding represented thereby thereby, shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form therein or pursuant to Section 3.1 or in the Company Order to be delivered to the Trustee pursuant to Section 2.06 3.3 or Section 2.083.4. Subject to the provisions of Section 2.06 3.3 and, if applicable, Section 2.083.4, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form therein or pursuant to Section 3.1 or in the applicable Company Order. If a Company Order pursuant to Section 2.06 or Section 2.08 has been, or simultaneously is, delivered, any Any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 1.2 hereof and need not be accompanied by an Opinion of Counsel. The provisions of the last sentence paragraph of Section 2.06 3.3 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 1.2 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence paragraph of Section 2.063.3. Notwithstanding the provisions of Section 2.052.1 and 3.7, unless otherwise specified as contemplated by Section 2.03(b)3.1, payment of principal of and any premium of, premium, if any, and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein.

Securities in Global Form. If Securities of a series are issuable in global form, as specified as contemplated by Section 2.03(b)3.01, then, notwithstanding clause (10) of Section 2.03(b) 3.01 and the provisions of Section 2.053.02, any such Security in global form shall represent such of the Outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinor redemptions. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form or in the a Company Order to be delivered to the Trustee pursuant to Section 2.06 3.03 or Section 2.083.04. Subject to the provisions of Section 2.06 3.03 and, if applicable, Section 2.083.04, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form or in the applicable Company Order. With respect to the Securities of any series that are represented by a Security in global form, the Company authorizes the execution and delivery by the Trustee of a letter of representations or other similar agreement or instrument in the form customarily provided for by the Depositary appointed with respect to such global Security. Any Security in global form may be deposited with the Depositary or its nominee, or may remain in the custody of the Security Custodian therefor pursuant to an agreement between the Trustee and the Depositary. If a Company Order pursuant to Section 2.06 3.03 or Section 2.08 3.04 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order comply with Section 1.03 and need not be accompanied by an Opinion of Counsel. Members of, or participants in, the Depositary ("Agent Members") shall have no rights under this Indenture with respect to any Security issued in global form held on their behalf by the Depositary, or the Security Custodian as its custodian, or under such global Security, and the Depositary may be treated by the Company, the Security Custodian and any agent of the Company or the Trustee as the absolute owner of such global Security for all purposes whatsoever. Notwithstanding the foregoing, (i) the registered holder of a Security of any series issued in global form may grant proxies and otherwise authorize any Person, including Agent Members and Persons that may hold interests through Agent Members, to take any action that a Holder of such series is entitled to take under this Indenture or the Securities of such series and (ii) nothing herein shall prevent the Company, the Security Custodian or any agent of the Company or the Security Custodian, from giving effect to any written certification, proxy or other authorization furnished by the Depositary or shall impair, as between the Depositary and its Agent Members, the operation of customary practices governing the exercise of the rights of a beneficial owner of any Security. Notwithstanding Section 3.05, except as otherwise specified in a Board Resolution or supplemental indenture, as contemplated by Section 3.01, any permanent global Security shall be exchangeable only as provided in this paragraph. If the beneficial owners of interests in a permanent global Security are entitled to exchange such interest for Securities of such series and of like tenor and principal amount of another authorized form and denomination, as specified in a Board Resolution or supplemental indenture, as contemplated by Section 3.01, then without unnecessary delay but in any event not later than the earliest date on which such interests may be so exchanged, the Company shall deliver to the Trustee definitive Securities of that series in an aggregate principal amount equal to the principal amount of such permanent global Security, executed by the Company. On or after the earliest date on which such interests may be so exchanged, such permanent global Security shall be surrendered from time to time in accordance with instructions given to the Trustee and the Depositary (which instructions shall be in writing but need not comply with Section 1.03 or be accompanied by an Opinion of Counsel) by the Depositary or such other depositary as shall be specified in the Company Order with respect thereto to the Trustee, as the Company's agent for such purpose, to be exchanged, in whole or in part, for definitive Securities of the same series without charge and the Trustee shall authenticate and deliver, in exchange for each portion of such permanent global Security, a like aggregate principal amount of other definitive Securities of the same series of authorized denominations and of like tenor as the portion of such permanent global Security to be exchanged; provided, however, that no such exchanges may occur during a period beginning at the opening of business 15 days before any selection of Securities of that series is to be redeemed and ending on the relevant Redemption Date. Promptly following any such exchange in part, such permanent global Security marked to evidence the partial exchange shall be returned by the Trustee to the Depositary or such other depositary referred to above in accordance with the instructions of the Company referred to above. If a definitive Security is issued in exchange for any portion of a permanent global Security after the close of business at the office or agency where such exchange occurs on (i) any Regular Record Date and before the opening of business at such office or agency on the relevant Interest Payment Date, or (ii) any Special Record Date and before the opening of business at such office or agency on the related proposed date for payment of Defaulted Interest, interest or Defaulted Interest, as the case may be, will not be payable on such Interest Payment Date or proposed date for payment, as the case may be, in respect of such Security, but will be payable on such Interest Payment Date or proposed for payment, as the case may be, only to the Person to whom interest in respect of such portion of such permanent global Security is payable in accordance with the provisions of this Indenture. Notwithstanding Section 3.05, except as otherwise specified in a Board Resolution or supplemental indenture, as contemplated by Section 3.01, transfers of a Security issued in global form shall be limited to transfers of such global Security in whole, but not in part, to the Depositary, its successors or their respective nominees. Interests of beneficial owners in a Security issued in global form may be transferred in accordance with the rules and procedures of the Depositary. Securities of any series shall be transferred to all beneficial owners of a global Security of such series in exchange for their beneficial interests in that global Security if, and only if, either (1) the Depositary notifies the Company that it is unwilling or unable to continue as Depositary for the global Security of such series and a successor Depositary is not appointed by the Company within 90 days of such notice, (2) an Event of Default has occurred with respect to such series and is continuing and the Security Registrar has received a request from the Depositary or the Trustee to issue Securities of such series in lieu of all or a portion of that global Security (in which case the Company shall deliver Securities of such series within 30 days of such request) or (3) the Company determines not to have the Securities of such series represented by a global Security. In connection with any transfer of a portion of the beneficial interest in a global Security of any series to beneficial owners pursuant to this Section 2.03, the Security Registrar shall reflect on its books and records the date and a decrease in the principal amount of the global Security of that series in an amount equal to the principal amount of the beneficial interest in the global Security of that series to be transferred, and the Company shall execute, and the Trustee upon receipt of a Company Order for the authentication and delivery of Securities of that series shall authenticate and deliver, one or more Securities of the same series of like tenor and amount. In connection with the transfer of all the beneficial interests in a global Security of any series to beneficial owners pursuant to this Section 2.03, the global Security shall be deemed to be surrendered to the Trustee for cancellation, and the Company shall execute, and the Trustee shall authenticate and deliver, to each beneficial owner identified by the Depositary in exchange for its beneficial interest in the global Security, an equal aggregate principal amount of Securities of that series of authorized denominations. Neither the Company nor the Trustee will have any responsibility or liability for any aspect of the records kept by the Depositary relating to Securities of any series, or for payments made on account of Securities of any series, or for maintaining, supervising or reviewing any records of the Depositary relating to such Securities. Neither the Company nor the Trustee shall be liable for any delay by the related global Security Holder or the Depositary in identifying the beneficial owners, and each such Person may conclusively rely on, and shall be protected in relying on, instructions from such global Security Holder or the Depositary for all purposes (including with respect to the registration and delivery, and the principal amounts, of the Securities to be issued). The provisions of the last sentence of Section 2.06 3.03 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 1.03 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.063.03. Notwithstanding the provisions of Section 2.05Sections 2.01 and 3.07, unless otherwise specified as contemplated by Section 2.03(b)3.01, payment of principal of and any of, premium (if any) and interest on or any Additional Amounts with respect to any Security in permanent global form shall be made to the persons Person or persons Persons specified therein.. Notwithstanding the provisions of Section 3.08 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company or of the Trustee shall treat a Person as the Holder of such principal amount of Outstanding Securities represented by a global Security as shall be specified in a written statement, if any, of the Holder of such global Security which is produced to the Security Registrar by such Holder. Global Securities may be issued in either temporary or permanent form. Permanent global Securities will be issued in definitive form. ARTICLE THREE THE SECURITIES

Securities in Global Form. If Securities of a series -------------------------- are issuable in global form, as specified as contemplated by Section 2.03(b)301, then, notwithstanding clause (10) of Section 2.03(b) 301 and the provisions of Section 2.05302, any such Security in global form shall represent such of the Outstanding Securities of such series Outstanding as shall be specified therein, therein and any such Security in global form may provide that it shall represent the aggregate amount of Outstanding Securities Outstanding from time to time endorsed thereon and that the aggregate amount of Outstanding Securities Outstanding represented thereby may from time to time be reduced to reflect any exchanges of beneficial interests in such Security in global form for Securities of such series as contemplated hereinexchanges. Any endorsement of a Security in global form to reflect the amount, or any increase or decrease in the amount, of Outstanding Securities Outstanding represented thereby shall be made by the Trustee or the Security Registrar in such manner and upon instructions given by such person Person or persons Persons as shall be specified in such Security in global form or in the a Company Order to be delivered to the Trustee pursuant to Section 2.06 303 or Section 2.08304. Subject to the provisions of Section 2.06 303 and, if applicable, Section 2.08304, the Trustee or the Security Registrar shall deliver and redeliver any Security in permanent global form in the manner and upon instructions given by the person Person or persons Persons specified in such Security in global form or in the applicable Company Order. If a Company Order pursuant to Section 2.06 303 or Section 2.08 304 has been, or simultaneously is, delivered, any instructions by the Company with respect to endorsement or delivery or redelivery of a Security in global form shall be in writing but need not be represented by a Company Order and need not be accompanied by an Opinion of Counselcomply with Section 103 except as set forth in said Section 303 or 304. The provisions of the last sentence of Section 2.06 303 shall apply to any Security represented by a Security in global form if such Security was never issued and sold by the Company and the Company delivers to the Trustee or the Security Registrar the Security in global form together with written instructions (which need not be represented by a Company Order comply with Section 103 and need not be accompanied by an Opinion of Counsel) with regard to the reduction in the principal amount of Securities represented thereby, together with the written statement contemplated by the last sentence of Section 2.06303. Notwithstanding the provisions of Section 2.05Sections 201 and 307, unless otherwise specified as contemplated by Section 2.03(b)301, payment of principal of (and any premium premium, if any) and interest on any Security in permanent global form shall be made to the persons Person or persons Persons specified therein. Notwithstanding the provisions of Section 308 and except as provided in the preceding paragraph, the Company, the Trustee and any agent of the Company or of the Trustee shall treat a Person as the Holder of such principal amount of Outstanding Securities represented by a global Security as shall be specified in a written statement, if any, of the Holder of such global Security. Global Securities shall be issued in either registered form.