Common use of Securities Redeemed in Part Clause in Contracts

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified pursuant to Section 3.01 with, if the Company, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified pursuant to Section 3.01 in the notice of redemption with, if the Company, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified pursuant to Section 3.01 with, if the Company, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the TrusteeRegistrar, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company Issuer as is specified pursuant to Section 3.01 with, if the CompanyIssuer, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the CompanyIssuer, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company Issuer shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if a Global Security is so surrendered, the Company Issuer shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified pursuant to Section 3.01 3.1 with, if the Company, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified pursuant to Section 3.01 with, if the Company, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except that if a Global Security is so surrenderedredeemed, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for balance of such Global Security, without service charge, a new Global Security shall be reduced in a denomination equal to and in exchange for accordance with the unredeemed portion of the principal of the Global Security so surrenderedApplicable Procedures. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified pursuant to Section 3.01 (in the case of Registered Securities) and at the principal London office of the Trustee or such other office or agency of the Company outside the United States as is specified pursuant to Section 3.01 (in the case of Bearer Securities) with, if the Company, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar and the Trustee duly executed by by, the Holder holder thereof or his, her or its his attorney duly authorized in writing, and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered, and, in the case of a Coupon Security, with appropriate Coupons attached; provided except that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company Issuer as is specified pursuant to Section 3.01 in the notice of redemption with, if the CompanyIssuer, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the CompanyIssuer, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company Issuer shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except that if a Global Security is so surrendered, the Company Issuer shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. (a) In the event of any redemption in part, the Company shall not be required (i) to issue, register the transfer of or exchange any Security during a period beginning at the opening of business 15 days before the date of the mailing of a notice of redemption of Securities selected for redemption and ending at the close of business on the day of such mailing and (ii) to register the transfer of or exchange any Securities so selected for redemption, in whole or in part, except for the unredeemed portion of any Securities being redeemed in part. (b) If a partial redemption of the Securities would result in the delisting of the Preferred Securities issued by the Trust from any national securities exchange or other organization on which the Preferred Securities are listed, the Company shall not be permitted to effect such partial redemption and may only redeem the Securities in whole. (c) Any Security that which is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency a place of the Company as is specified pursuant to Section 3.01 payment therefor (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company shall execute, and the Trustee shall authenticate and deliver make available for delivery to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and formSecurities, of any authorized denomination as requested by such Holder Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if . If a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver such new Security will (subject to the Depositary for such Global Security, without service charge, Section 3.06) also be a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereofSecurity.

Securities Redeemed in Part. (a) In the event of any redemption in part, the Company shall not be required to (i) issue, register the transfer of or exchange any Security during a period beginning at the opening of business 15 days before the date of mailing of a notice of redemption of Securities selected for redemption and ending at the close of business on the day of such mailing and (ii) register the transfer of or exchange any Securities so selected for redemption, in whole or in part, except for the unredeemed portion of any Securities being redeemed in part. (b) If a partial redemption of the Securities would result in the delisting of the Preferred Securities issued by the Trust from any national securities exchange or other organization on which the Preferred Securities are listed, the Company shall not be permitted to effect such partial redemption and may only redeem the Securities in whole. (c) Any Security that which is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency a place of the Company as is specified pursuant to Section 3.01 payment therefor (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company shall execute, and the Trustee shall authenticate and deliver make available for delivery to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and formSecurities, of any authorized denomination as requested by such Holder Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if . If a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver such new Security will (subject to the Depositary for such Global Security, without service charge, Section 3.06) also be a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereofSecurity.

Securities Redeemed in Part. Any Security that (including any --------------------------- Coupons appertaining thereto) which is to be redeemed only in part shall may be surrendered at the Corporate Trust Office or such other office or agency a Place of the Company as is specified pursuant to Section 3.01 Payment therefor (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing) and the Company shall execute and the Trustee shall authenticate and make available for delivery to the Holder of such Security (including any Coupons appertaining thereto) without service charge to the Holder thereof, a new Security or Securities (including any Coupons Pertaining thereto) of the same series and Stated Maturity, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered. Any Bearer Security that is redeemed only in part shall be surrendered at an office or agency of the Company located outside the United States, except as otherwise provided in Section 4.2, and the Company shall execute, and the Trustee shall authenticate and deliver make available for delivery to the Holder of such Security, Security outside the United States without service charge, a new Bearer Security or Bearer Securities of the same series (or a new Registered Security or Registered Securities of the same series, if the Securities of like tenor and formsuch series are issuable as Registered Securities), of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except in either case that if a Global global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver make available for delivery to the Depositary U.S. Depository or Common Depository, as the case may be, for such Global global Security, without service charge, a new Global global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified pursuant to Section 3.01 with, if the Company, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that which is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency Place of the Company as is specified pursuant to Section 3.01 Payment (with, if the CompanyIssuer, the Registrar Subordinated Trustee or the Trustee Security Registrar for such Security so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the CompanyIssuer, the Registrar Subordinated Trustee and the Trustee Security Registrar for such Security duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company Issuer shall execute, execute and the such Subordinated Trustee shall authenticate and deliver to the Holder of such Security, without service charge, a new Security or Securities of the same series, of like tenor and formSecurities, of any authorized denomination as requested by such Holder Holder, of the same series and having the same terms and provisions and in an aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that except that, if a Global global Security is so surrendered, the Company Issuer shall execute, and the Subordinated Trustee shall authenticate and deliver to the Depositary for such Global global Security, without service charge, a new Global global Security of like tenor in a denomination equal to and in exchange for the unredeemed portion of the principal amount of the Global global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified pursuant to Section 3.01 with, if the Company, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company shall execute, and upon receipt of a Company Order, the Trustee shall authenticate and deliver to the Holder of such Security, without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the TrusteeRegistrar, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. In the event of any redemption in part, the Company shall not be required to (i) issue, register the transfer of, or exchange any Security during a period beginning at the opening of business 15 days before any selection for redemption of Securities and ending at the close of 48 business on the earliest date on which the relevant notice of redemption is deemed to have been given to all holders of Securities to be so redeemed and (ii) register the transfer of or exchange any Securities so selected for redemption, in whole or in part, except for the unredeemed portion of any Securities being redeemed in part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency a place of the Company as is specified pursuant to Section 3.01 payment therefor (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company shall execute, and the Trustee shall authenticate and deliver make available for delivery to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and formSecurities, of any authorized denomination as requested by such Holder Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that which is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company Corporation as is specified pursuant to Section 3.01 in the notice of redemption with, if the CompanyCorporation, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the CompanyCorporation, the Registrar and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing, and the Company Corporation shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same seriesSecurities, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. In the event of any redemption in part, the Company shall not be required to (i) issue, register the transfer of, or exchange any Security during a period beginning at the opening of business 15 days before any selection for redemption of Securities and ending at the close of business on the earliest date on which the relevant notice of redemption is deemed to have been given to all holders of Securities to be so redeemed and (ii) register the transfer of or exchange any Securities so selected for redemption, in whole or in part, except for the unredeemed portion of any Securities being redeemed in part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency a place of the Company as is specified pursuant to Section 3.01 payment therefor (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company shall execute, and the Trustee shall authenticate and deliver make available for delivery to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and formSecurities, of any authorized denomination as 49 requested by such Holder Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified pursuant to Section 3.01 in the notice of redemption with, if the Company, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except that if a Global Security is so surrendered, the Company shall execute, and and, upon receipt of a Company Order, the Trustee shall authenticate and deliver to the Depositary (or its Security Custodian) for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. In the event of any redemption in part, the Company shall not be required to (i) issue, register the transfer of or exchange any Security during a period beginning at the opening of business 15 days before any selection for redemption of Securities and ending at the close of business on the earliest date on which the relevant notice of redemption is deemed to have been given to all holders of Securities to be so redeemed and (ii) register the transfer of or exchange any Securities so selected for redemption, in whole or in part, except for the unredeemed portion of any Securities being redeemed in part. Any Security that which is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency a place of the Company as is specified pursuant to Section 3.01 payment therefor (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company shall execute, and the Trustee shall authenticate and deliver make available for delivery to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and formSecurities, of any authorized denomination as requested by such Holder Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company Companies as is specified pursuant to Section 3.01 with, if the CompanyCompanies, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the CompanyCompanies, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company Companies shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except that if a Global Security is so surrendered, the Company Companies shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that which is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency a Place of the Company as is specified pursuant to Section 3.01 Payment therefor (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company shall executeexecute (and, if applicable, the Subsidiary Guarantors shall execute the Subsidiary Guarantee), and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor series and formStated Maturity, of any authorized denomination as requested by such Holder Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if a Global Security is so surrendered. Except as otherwise specified as contemplated by Section 3.01, the Company and any Affiliate of the Company may at any time purchase or otherwise acquire Securities in the open market or by private agreement. Such acquisition shall execute, and not operate as or be deemed for any purpose to be a redemption of the indebtedness represented by such Securities. Any Securities purchased or acquired by the Company may be delivered to the Trustee shall authenticate and deliver to the Depositary for and, upon such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereofdelivery, the Trustee, in lieu of delivering a new Security or indebtedness represented thereby shall be deemed to be satisfied. Section 3.09 shall apply to all Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.so delivered. ARTICLE TWELVE

Securities Redeemed in Part. (a) In the event of any redemption in part, the Company shall not be required (i) to issue, register the transfer of or exchange any Security during a period beginning at the opening of business 15 days before the date of the mailing of a notice of redemption of Securities selected for redemption and ending at the close of business on the day of such mailing and (ii) to register the transfer of or exchange any Securities so selected for redemption, in whole or in part, except for the unredeemed portion of any Securities being redeemed in part. (b) If a partial redemption of the Securities would result in the delisting of the Preferred Securities issued by the Trust from any national securities exchange or other organization on which the Preferred Securities are listed, the Company shall not be permitted to effect such partial redemption and may only redeem the Securities in whole. (c) Any Security that which is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency a place of the Company as is specified pursuant to Section 3.01 payment therefor (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company shall execute, and the Trustee 71 71 shall authenticate and deliver make available for delivery to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and formSecurities, of any authorized denomination as requested by such Holder Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if . If a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver such new Security will (subject to the Depositary for such Global Security, without service charge, Section 3.06) also be a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereofSecurity.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company Companies as is specified pursuant to Section 3.01 in the notice of redemption with, if the CompanyCompanies, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the CompanyCompanies, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company Companies shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except that if a Global Security is so surrendered, the Company Companies shall execute, and and, upon receipt of a Company Order, the Trustee shall authenticate and deliver to the Depositary (or its Security Custodian) for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified pursuant to Section 3.01 301 (in the case of Registered Securities) and at the principal London office of the Trustee or such other office or agency of the Company outside the United States as is specified pursuant to Section 301 (in the case of Bearer Securities) with, if the Company, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar and the Trustee duly executed by by, the Holder holder thereof or his, her or its his attorney duly authorized in writing, and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered, and, in the case of a Coupon Security, with appropriate Coupons attached; provided except that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company Issuers as is specified pursuant to Section 3.01 with, if the CompanyIssuers, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the CompanyIssuers, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its such Xxxxxx’s attorney duly authorized in writing, and the Company Issuers shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except that if a Global Security is so surrenderedredeemed, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for balance of such Global Security, without service charge, a new Global Security shall be reduced in a denomination equal to and in exchange for accordance with the unredeemed portion of the principal of the Global Security so surrenderedApplicable Procedures. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company Issuer as is specified pursuant to Section 3.01 with, if the CompanyIssuer, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the CompanyIssuer, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company Issuer shall execute, and upon Issuer Order the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion and of the principal of the Security so surrendered; provided except that if a Global Security is so surrendered, the Company Issuer shall execute, and upon Issuer Order the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any In case of certificated Securities, any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified pursuant to Section 3.01 3.1 with, if the Company, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company shall execute, and upon Company Order the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except that if a Global Security is so surrendered, the Company shall execute, and upon Company Order the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Registered Security that which is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency a Place of the Company as is specified pursuant to Section 3.01 Payment therefor (with, if the Company, the Registrar Company or the Trustee Security Registrar so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee Security Registrar duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company shall execute, and the Trustee or Authenticating Agent shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Registered Security or Securities of the same series, series and of like tenor and formtenor, of any authorized denomination as requested by such Holder Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if . If a Global Security in global form is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the U.S. Depositary or other Depository for such Global SecuritySecurity in global form as shall be specified in the Company Order with respect thereto to the Trustee, without service charge, a new Global Security in global form in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security in global form so surrendered. In However, if less than all the case Securities of a Security providing appropriate space for such notationany series with differing issue dates, at the option of the Holder thereofinterest rates and stated maturities are to be redeemed, the TrusteeTrustee will select the notes or portions thereof to be redeemed. In this case, in lieu of delivering a new Security the Trustee will select the particular notes or Securities as aforesaidportions thereof for redemption from the outstanding notes not previously called by lot, may make a notation on such Security of pro rata or by any other method the payment of the redeemed portion thereofTrustee considers appropriate.

Securities Redeemed in Part. Any Registered Security that (including Coupons, if any) which is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency a Place of the Company as is specified pursuant to Section 3.01 Payment therefor (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Companyto, the Registrar Company and the Trustee duly executed by the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Registered Security or Securities (with appropriate Coupons, if any, attached) of the same series, of like tenor containing identical terms and formprovisions, of any authorized denomination as requested by such Holder Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security (including Coupons, if any) so surrendered; provided that if . If a Global Security in global from is so surrendered, the Company shall execute, execute and the Trustee shall authenticate and deliver to the Depositary U.S. Depository or other depository for such Global SecuritySecurity in global form as shall be specified in the Company Order with respect thereto, to the Trustee, without service charge, a new Global Security in global form in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security in global form so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company Issuer as is specified pursuant to Section 3.01 with, if the CompanyIssuer, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the CompanyIssuer, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its such Xxxxxx’s attorney duly authorized in writing, and the Company Issuer shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except that if a Global Security is so surrenderedredeemed, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for balance of such Global Security, without service charge, a new Global Security shall be reduced in a denomination equal to and in exchange for accordance with the unredeemed portion of the principal of the Global Security so surrenderedApplicable Procedures. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Registered Security that (including Coupons, if any) which is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency a Place of the Company as is specified pursuant to Section 3.01 Payment therefor (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Registered Security or Securities (with appropriate Coupons, if any, attached) of the same series, of like tenor containing identical terms and formprovisions, of any authorized denomination as requested by such Holder Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security (including Coupons, if any) so surrendered; provided that if . If a Global Security in global from is so surrendered, the Company shall execute, execute and the Trustee shall authenticate and deliver to the Depositary U.S. Depository or other depository for such Global SecuritySecurity in global form as shall be specified in the Company Order with respect thereto to the Trustee, without service charge, a new Global Security in global form in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security in global form so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified pursuant to Section 3.01 with, if the Company, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.. Table of Contents

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified pursuant to Section 3.01 with, if the Company, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered; except that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that which is to be redeemed only in part shall be surrendered at the Corporate Trust any Office or Agency for such other office or agency of the Company as is specified pursuant to Section 3.01 Security (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company shall execute, execute and the Trustee shall authenticate and deliver to the Holder of such Security, without service charge, a new Security or Securities of the same series, of like tenor containing identical terms and formprovisions, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if . If a Global Security in global form is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary Depository for such Global SecuritySecurity in global form as shall be specified in the Company Order with respect thereto to the Trustee, without service charge, a new Global Security Securities in global form in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security in global form so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified pursuant to Section 3.01 with, if the Company, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary Depository for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that which is to ---------------------------- be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified applicable Issuer maintained for such purpose pursuant to Section 3.01 10.02 (with, if the Companyapplicable Issuer, the Security Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Companysuch Issuer, the Security Registrar and or the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company applicable Issuer shall execute, the Guarantor shall execute the notation of the Guarantees pursuant to Article XIII or the Guarantees endorsed on, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service chargecharge to the Holder, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided provided, however, that if the Depositary or the -------- ------- Bearer Security Depositary need not surrender Global Securities or 110 UK Global Securities, as the case may be, for a partial redemption and may be authorized to make a notation on such Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new or UK Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrenderedsuch partial redemption. In the case of a Security providing appropriate space for such notation, at the option partial redemption of the Holder thereofGlobal Securities, the TrusteeDepositary, and in lieu of delivering a new Security or turn, the participants in the Depositary, shall have the responsibility to select any Securities as aforesaid, may make a notation on such Security of the payment of the to be redeemed portion thereofby random lot.

Securities Redeemed in Part. Any Security that (including any Global Security) which is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency a Place of the Company as is specified pursuant to Section 3.01 Payment therefor (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company shall execute, and the Trustee upon written direction shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security security so surrendered; provided provided, that if a Global Security is so surrenderedsurrendered for partial redemption, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a no new Global Security in a denomination shall be issued but instead the principal amount of the surrendered Global Security shall be reduced by an endorsement to Schedule A to such Global Security by the Security Exchange Agent/Registrar equal to and in exchange for the unredeemed redeemed portion of the principal of the Global Security so surrendered, whereupon such Global Security shall be delivered to the Depositary; and provided further that following any such partial redemption the Securities selected for redemption and any beneficial interests therein shall not have had their principal amount reduced below the minimum authorized denomination for Securities of such series and for any beneficial interests therein. In the case of a Security providing appropriate space for such notation, at the option partial redemption of the Holder thereofGlobal Securities, the TrusteeDTC (and, in lieu of delivering a new Security or turn, its Participants) shall have the responsibility to select the interests in such Global Securities as aforesaid, may make a notation on such Security of the payment of the to be redeemed portion thereofin accordance with Applicable Procedures.

Securities Redeemed in Part. Any Registered Security that which is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency a Place of the Company as is specified pursuant to Section 3.01 Payment (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company shall execute, execute and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, charge a new Registered Security or Registered Securities of the same series, of like tenor and form, of any authorized denomination denominations as requested by such Holder Holder, of a like Stated Maturity and with like terms and conditions, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Registered Security so surrendered; provided that if a . Any Permanent Global Security which is to be redeemed only in part shall be so surrendered, and the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Permanent Global Security, without service charge, a new Permanent Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Permanent Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.ARTICLE TWELVE

Securities Redeemed in Part. Any Upon the surrender of any Security that which is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency a Place of the Company as is specified pursuant to Section 3.01 Payment therefor (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its attorney duly authorized in writing), and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, without service charge, a new Security or Securities of the same series, of like tenor series and formTranche, of any authorized denomination as requested by such Holder and of like tenor and in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified pursuant to Section 3.01 in the notice of redemption with, if the Company, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.. ARTICLE V SINKING FUNDS Section 5.01

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified pursuant to Section 3.01 with, if the Company, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its such Holder’s attorney duly authorized in writing, and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except that if a Global Security is so surrenderedredeemed, the Company balance of such Global Security shall execute, and be reduced in accordance with the Trustee shall authenticate and deliver to applicable procedures of the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.. ARTICLE V SINKING FUNDS Section 5.01

Securities Redeemed in Part. Any Registered Security that which is to be redeemed only in part shall be surrendered at the Corporate Trust any Office or Agency for such other office or agency of the Company as is specified pursuant to Section 3.01 Security (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing, ) and the Company shall execute, execute and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Registered Security or Securities of the same series, of like tenor containing identical terms and formprovisions, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that surrendered and having the notation of the Guarantee of each Guarantor, if any, endorsed thereon. If a Global Security in global form is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary Depository for such Global SecuritySecurity in global form as shall be specified in the Company Order with respect thereto to the Trustee, without service charge, a new Global Security in global form in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security in global form so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Registered Security that (including Coupons, if any) which is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency a Place of the Company as is specified pursuant to Section 3.01 Payment therefor (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Companyto, the Registrar Company and the Trustee duly executed by the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Registered Security or Securities (with appropriate Coupons, if any, attached) of the same series, of like tenor containing identical terms and formprovisions, of any authorized denomination as requested by such Holder Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security (including Coupons, if any) so surrendered; provided that if . If a Global Security in global from is so surrenderedsur rendered, the Company shall execute, execute and the Trustee shall authenticate and deliver to the Depositary U.S. Depository or other depository for such Global SecuritySecurity in global form as shall be specified in the Company Order with respect thereto, to the Trustee, without service charge, a new Global Security in global form in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security in global form so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.ARTICLE TWELVE

Securities Redeemed in Part. Any Security that (including any Coupons appertaining thereto) which is to be redeemed only in part shall may be surrendered at the Corporate Trust Office or such other office or agency a Place of the Company as is specified pursuant to Section 3.01 Payment therefor (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form -41- satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing) and the Company shall execute and the Trustee shall authenticate and make available for delivery to the Holder of such Security (including any Coupons appertaining thereto) without service charge to the Holder thereof, a new Security or Securities (including any Coupons Pertaining thereto) of the same series and Stated Maturity, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered. Any Bearer Security that is redeemed only in part shall be surrendered at an office or agency of the Company located outside the United States, except as otherwise provided in Section 4.2, and the Company shall execute, and the Trustee shall authenticate and deliver make available for delivery to the Holder of such Security, Security outside the United States without service charge, a new Bearer Security or Bearer Securities of the same series (or a new Registered Security or Registered Securities of the same series, if the Securities of like tenor and formsuch series are issuable as Registered Securities), of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except in either case that if a Global global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver make available for delivery to the Depositary U.S. Depository or Common Depository, as the case may be, for such Global global Security, without service charge, a new Global global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Certificated Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified pursuant to Section 3.01 Paying Agent (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its such Holder’s attorney duly authorized in writing, ) and the Company shall execute, execute and the Trustee shall authenticate and deliver to the Holder of such Security, without service charge, a new Security or Securities of the same series, of like tenor and formSecurities, of any authorized denomination as requested by such Holder in aggregate principal amount equal to to, and in exchange for, the portion of the principal amount of the Security so surrendered which is not redeemed, or in the case of a Global Security, the Company shall instruct the Registrar to decrease such Global Security by the principal amount of the redeemed portion of the Security surrendered, provided, that the Company shall not be required to (i) issue, register the transfer of or exchange any Securities during a period beginning at the Open of Business 15 days before any selection for redemption of Securities and ending at the Close of Business on the earliest date on which the relevant Redemption Notice is deemed to have been given to all Holders of Securities to be redeemed or (ii) register the transfer of or exchange any Securities so selected for redemption, in whole or in part, except the unredeemed portion of the principal of the Security so surrendered; provided that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security any Securities being redeemed in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereofpart.

Securities Redeemed in Part. Any Security that which is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency a Place of the Company as is specified pursuant to Section 3.01 Payment therefor (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its attorney duly authorized in writing), and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, series and of like tenor and formtenor, of any authorized denomination as requested by such Holder Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if . If a Global Security in global form is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global SecuritySecurity in global form as shall be specified in the Company Order with respect thereto to the Trustee, without service charge, a new Global Security in a global form in denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security in global form so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.ARTICLE TWELVE SINKING FUNDS

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company Issuer as is specified pursuant to Section 3.01 with, if the CompanyIssuer, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the CompanyIssuer, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company Issuer shall execute, and upon Issuer Order the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except that if a Global Security is so surrendered, the Company Issuer shall execute, and upon Issuer Order the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company Issuer as is specified pursuant to Section 3.01 3.1 with, if the CompanyIssuer, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the CompanyIssuer, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company Issuer shall execute, upon Issuer Order and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except that if a Global Security is so surrendered, the Company Issuer shall execute, and upon Issuer Order the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that which is to ---------------------------- be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified applicable Issuer maintained for such purpose pursuant to Section 3.01 10.02 (with, if the Companyapplicable Issuer, the Security Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Companysuch Issuer, the Security Registrar and or the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company applicable Issuer shall execute, the Guarantor shall execute the notation of the Guarantees pursuant to Article XIII or the Guarantees endorsed on, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service chargecharge to the Holder, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided provided, however, that if the Depositary or the Bearer Security Depositary need not surrender Global Securities or UK Global Securities, as the case may be, for a partial redemption and may be authorized to make a notation on such Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new or UK Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrenderedsuch partial redemption. In the case of a Security providing appropriate space for such notation, at the option partial redemption of the Holder thereofGlobal Securities, the TrusteeDepositary, and in lieu of delivering a new Security or turn, the participants in the Depositary, shall have the responsibility to select any Securities as aforesaid, may make a notation on such Security of the payment of the to be redeemed portion thereofby random lot.

Securities Redeemed in Part. Any Registered Security that which is to be redeemed only in part shall be surrendered at the Corporate Trust any Office or Agency for such other office or agency of the Company as is specified pursuant to Section 3.01 Security (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing, ) and the Company shall execute, if applicable, the Guarantors shall execute the Subsidiary Guarantee endorsed thereon and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Registered Security or Securities of the same series, of like tenor containing identical terms and formprovisions, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if . If a Global Security in global form is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary Depository for such Global SecuritySecurity in global form as shall be specified in the Company Order with respect thereto to the Trustee, without service charge, a new Global Security in global form in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security in global form so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Registered Security that which is to be redeemed only in part shall be surrendered at the Corporate Trust any Office or Agency for such other office or agency of the Company as is specified pursuant to Section 3.01 Security (with, if the Company, the Registrar Issuer or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Issuer and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing, ) and the Company Issuer shall execute, execute and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Registered Security or Securities of the same seriesseries (which, of like tenor if any such Registered Security is a Guaranteed Security, shall have the related Guarantee endorsed thereon), containing identical terms and formprovisions, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if . If a Global Security in global form is so surrendered, the Company Issuer shall execute, and the Trustee shall authenticate and deliver to the Depositary U.S. Depository or other Depository for such Global SecuritySecurity in global form as shall be specified in the Issuer Order with respect thereto to the Trustee, without service charge, a new Global Security (which, if such Security is a Guaranteed Security shall have the related Guarantee endorsed thereon) in global form in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security in global form so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any In case of certificated Securities, any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified pursuant to Section 3.01 3.1 with, if the Company, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided except that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Security that is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency of the Company as is specified pursuant to Section 3.01 with, if the Company, the Registrar or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar and the Trustee duly executed by the Holder thereof or his, her or its attorney duly authorized in writing, and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and form, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the Depositary for such Global Security, without service charge, a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Registered Security that which is to be redeemed only in part shall be surrendered at the Corporate Trust any Office or Agency for such other office or agency of the Company as is specified pursuant to Section 3.01 Security (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing, ) and the Company shall execute, execute and the Trustee shall authenticate and deliver deliver, upon Company Order, to the Holder of such Security, Security without service charge, a new Registered Security or Securities of the same series, of like tenor containing identical terms and formprovisions, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that surrendered and, if applicable, having the notation of the Guarantee of the Guarantor endorsed thereon. If a Global Security in global form is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver deliver, upon Company Order, to the Depositary Depository for such Global SecuritySecurity in global form as shall be specified in the Company Order with respect thereto to the Trustee, without service charge, a new Global Security in global form in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security in global form so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.

Securities Redeemed in Part. Any Registered Security that (including Coupons, if any) which is to be redeemed only in in-part shall be surrendered at the Corporate Trust Office or such other office or agency a Place of the Company as is specified pursuant to Section 3.01 Payment therefor (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Registered Security or Securities (with appropriate Coupons, if any, attached) of the same series, of like tenor containing identical terms and formprovisions, of any authorized denomination as requested by such Holder Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security (including Coupons, if any) so surrendered; provided that if . If a Global Security in global from is so surrendered, the Company shall execute, execute and the Trustee shall authenticate and deliver to the Depositary U.S. Depository or other depository for such Global SecuritySecurity in global form as shall be specified in the Company Order with respect thereto to the Trustee, without service charge, a new Global Security in global form in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security in global form so surrendered. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.ARTICLE TWELVE

Securities Redeemed in Part. Any Registered Security that which is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency a Place of the Company as is specified pursuant to Section 3.01 Payment therefor (with, if the Company, the Registrar Company or the Trustee Security Registrar so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee Security Registrar duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company shall execute, and the Trustee or Authenticating Agent shall authenticate and deliver to the Holder of such Security, Security without service charge, a new Registered Security or Securities of the same series, series and of like tenor and formtenor, of any authorized denomination as requested by such Holder Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if . If a Global Security in global form is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver to the U.S. Depositary or other Depository for such Global SecuritySecurity in global form as shall be specified in the Company Order with respect thereto to the Trustee, without service charge, a new Global Security in global form in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security in global form so surrendered. In However, if less than all the case Securities of a Security providing appropriate space for such notationany series with differing issue dates, at the option of the Holder thereofinterest rates and stated maturities are to be redeemed, the TrusteeTrustee will select the notes or portions thereof to be redeemed. In this case, in lieu of delivering a new Security the Trustee will select the particular notes or Securities as aforesaidportions thereof for redemption from the outstanding notes not previously called by lot, may make a notation on such Security of pro rata or by any other method the payment of the redeemed portion thereofTrustee considers fair and appropriate.

Securities Redeemed in Part. (a) In the event of any redemption in part, the Company shall not be required to (i) issue, register the transfer of or exchange any Security during a period beginning at the opening of business 15 days before the date of mailing of a notice of redemption of Securities selected for redemption and ending at the close of business on the day of such mailing and (ii) register the transfer of or exchange any Securities so selected for redemption, in whole or in part, except for the unredeemed portion of any Securities being redeemed in part. (b) If a partial redemption of the Securities would result in the delisting of the Preferred Securities issued by the Trust from any national securities exchange or other organization on which the Preferred Securities are listed, the Company shall not be permitted to effect such partial redemption and may only redeem the Securities in whole. (c) Any Security that which is to be redeemed only in part shall be surrendered at the Corporate Trust Office or such other office or agency a place of the Company as is specified pursuant to Section 3.01 payment therefor (with, if the Company, the Registrar Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company, the Registrar Company and the Trustee duly executed by by, the Holder thereof or his, her or its his attorney duly authorized in writing), and the Company shall execute, and the Trustee shall authenticate and deliver make available for delivery to the Holder of such Security, Security without service charge, a new Security or Securities of the same series, of like tenor and formSecurities, of any authorized denomination as requested by such Holder Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Security so surrendered; provided that if . If a Global Security is so surrendered, the Company shall execute, and the Trustee shall authenticate and deliver such new Security will (subject to the Depositary for such Global Security, without service charge, Section 3.06) also be a new Global Security in a denomination equal to and in exchange for the unredeemed portion of the principal of the Global Security so surrenderedSecurity. In the case of a Security providing appropriate space for such notation, at the option of the Holder thereof, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof.68 74