Common use of Selection of Securities to be Redeemed Clause in Contracts

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemedredeemed (unless such redemption affects only a single Security, in which case this Section 1103 shall not apply), the particular Securities to be redeemed shall be selected by not more than 60 days or less than 10 days prior to the Trustee Redemption Date, from the Outstanding Securities of such series or Tranche not previously called for redemption, either (i) in compliance with the requirement of the applicable clearing systems, if the Securities are held through any clearing systems, or (ii) by the Trustee on a pro rata basis, by lot or by such method as shall be provided for any particular series, or, in the absence of any such provision, by such other method as the Trustee shall deem deems fair and appropriate appropriate, if the Securities are not held through any clearing systems, and in either case which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) a portion of the principal amount of Securities any Security of such series or Tranche series, provided that the unredeemed portion of a the principal amount of any Security shall be in an authorized denomination larger (which shall not be less than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company denomination) for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedSecurity. The Trustee shall promptly notify the Company and the Security Registrar Issuer in writing of the Securities selected for redemption as aforesaid and, in the case of any Securities selected for partial redemption as aforesaid, the principal amounts thereof to be redeemed. The provisions of the two preceding paragraphs shall not apply with respect to any redemption affecting only a single Security, whether such Security is to be redeemed in whole or in part. In the case of any such redemption in part, the unredeemed portion of the principal amount thereof to of the Security shall be redeemedin an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount amounts of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Trancheseries; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemed (unless all of the Securities of that series of a specified tenor are to be redeemed), the particular Securities to be redeemed shall be selected not more than 60 days prior to the Redemption Date by the Trustee Trustee, from the Outstanding outstanding Securities of such that series or Tranche (and tenor) not previously called for redemption, either pro rata, by lot or by such method as shall be provided for any particular series, or, in the absence of any such provision, by such other method as the Trustee shall deem fair and appropriate and which appropriate. That redemption may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities of such that series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such that series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, of the Company shall have offered to purchase all or any principal amount of the Global Securities then Outstanding of any that series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities of any series shall relate, in the case of any of the Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities thereof which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemedredeemed (unless all the Securities of such series and of a specified tenor are to be redeemed or unless such redemption affects only a single Security), the particular Securities to be redeemed shall be selected not more than 60 days prior to the Redemption Date by the Trustee Trustee, from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) a portion of the principal amount of any Security of such series, provided that the portion of the principal amount of any Security not redeemed shall be in an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. If less than all the Securities of such series or Tranche and of a denomination larger specified tenor are to be redeemed (unless such redemption affects only a single Security), the particular Securities to be redeemed shall be selected not more than 60 days prior to the minimum authorized denomination for Redemption Date by the Trustee, from the Outstanding Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select specified tenor not previously called for redemption all or any principal amount of such Securities which have not been so tenderedin accordance with the preceding sentence. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for partial redemption and, in the case of any Securities selected to be redeemed in part, and the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities Security which has been or is to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Affiliate or any Subsidiary thereof shall not be included in the Securities selected for redemption.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemed (unless all of the Securities of such series of a specified tenor are to be redeemed), the particular Securities to be redeemed shall be selected not more than 60 days prior to the Redemption Date by the Trustee from the Outstanding outstanding Securities of such series or Tranche (and tenor) not previously called for redemption, either pro rata, by lot or by such method as shall be provided for any particular series, or, in the absence of any such provision, by such other method as the Trustee shall deem fair and appropriate and which that may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such that series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, of the Company shall have offered to purchase all or any principal amount of the Global Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedseries. The Trustee shall promptly notify the Company Partnership and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any of the Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities thereof which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all of the Securities of any series, or any Tranche thereof, series are to be redeemed (unless all of the Securities of such series of a specified tenor are to be redeemed), the particular Securities to be redeemed shall be selected not more than 60 days prior to the Redemption Date by the Trustee from the Outstanding outstanding Securities of such series or Tranche (and tenor) not previously called for redemption, either pro rata, by lot or by such method as shall be provided for any particular series, or, in the absence of any such provision, by such other method as the Trustee shall deem fair appropriate in accordance with industry standards at the time of such redemption and appropriate and which that may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such that series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, of the Company shall have offered to purchase all or any principal amount of the Global Securities then Outstanding of any series, or any Tranche thereof, and less than all of such series; provided that, if at the time of redemption such Securities are registered as to which such offer was made shall have been tendered to the Company for such purchasea Global Security, the TrusteeDepositary shall determine, if so directed by Company Orderin accordance with its procedures, shall select for redemption all or any the principal amount of such Securities which have not been so tenderedheld by each beneficial owner of Securities to be redeemed. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any of the Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities thereof which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any such particular seriesseries or Tranche, or, or in the absence of any such provision, by such method of random selection as the Trustee shall deem fair and appropriate and which may may, in any case, provide for the selection for redemption of portions (equal to the minimum any authorized denomination for Securities of such series or Tranche or any integral multiple thereofTranche) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemedredeemed (unless such redemption affects only a single Security, in which case this Section 1103 shall not apply), the particular Securities to be redeemed shall be selected by not more than 60 days or less than 30 days prior to the Trustee Redemption Date, from the Outstanding Securities of such series or Tranche not previously called for redemption, either (i) in compliance with the requirement of the applicable clearing systems, if the Securities are held through any clearing systems, or (ii) by the Trustee on a pro rata basis, by lot or by such method as shall be provided for any particular series, or, in the absence of any such provision, by such other method as the Trustee shall deem deems fair and appropriate appropriate, if the Securities are not held through any clearing systems, and in either case which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) a portion of the principal amount of Securities any Security of such series or Tranche series, provided that the unredeemed portion of a the principal amount of any Security shall be in an authorized denomination larger (which shall not be less than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company denomination) for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedSecurity. The Trustee shall promptly notify the Company and the Security Registrar Issuer in writing of the Securities selected for redemption as aforesaid and, in the case of any Securities selected for partial redemption as aforesaid, the principal amounts thereof to be redeemed. The provisions of the two preceding paragraphs shall not apply with respect to any redemption affecting only a single Security, whether such Security is to be redeemed in whole or in part. In the case of any such redemption in part, the unredeemed portion of the principal amount thereof to of the Security shall be redeemedin an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount amounts of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If Unless otherwise specified as contemplated by Section 3.1, if less than all the Securities (including coupons, if any) of any series, or any Tranche thereof, a series with the same terms are to be redeemed, the particular Trustee, not more than 45 days prior to the redemption date, shall select the Securities of the series to be redeemed shall be selected by the Trustee from the Outstanding Securities of in such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method manner as the Trustee shall deem fair and appropriate appropriate. The Trustee shall make the selection from Securities of the series that are Outstanding and which that have not previously been called for redemption and may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities Securities, including coupons, if any, of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities Securities, including coupons, if any, of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected by the Trustee for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Securities (including coupons, if any) of a series having different issue dates, interest rates and maturities (whether or not originally issued in a Periodic Offering) are to be redeemed, the Company in its discretion may select the particular Securities or portions thereof to be redeemed and shall notify the Trustee thereof by such time prior to the relevant redemption date or dates as the Company and the Trustee may agree. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities (including coupons, if any) shall relate, in the case of any Securities (including coupons, if any) redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities (including coupons, if any) which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all of the Securities of any series, or any Tranche thereof, series are to be redeemed (unless all of the Securities of such series of a specified tenor are to be redeemed), the particular Securities to be redeemed shall be selected not more than 60 days prior to the Redemption Date by the Trustee from the Outstanding outstanding Securities of such series or Tranche (and tenor) not previously called for redemption, either pro rata, by lot or by such method as shall be provided for any particular series, or, in the absence of any such provision, by such other method as the Trustee shall deem fair appropriate in accordance with industry standards at the time of such redemption and appropriate and which that may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such that series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, of the Company shall have offered to purchase all or any principal amount of the Global Securities then Outstanding of any series, or any Tranche thereof, and less than all of such series; provided that, if at the time of redemption such Securities are registered as to which such offer was made shall have been tendered to the Company for such purchasea Global Security, the TrusteeDepositary shall determine, if so directed by Company Orderin accordance with its procedures, shall select for redemption all or any the principal amount of such Securities which have not been so tenderedheld by each beneficial owner of Securities to be redeemed. The Trustee shall promptly notify the Company Issuers and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any of the Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities thereof which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less fewer than all the Securities of any series, or any Tranche thereof, are to be redeemed, the Trustee shall select the particular Securities to be redeemed shall be selected by the Trustee from the Outstanding Securities by a method that complies with the requirements of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular seriesexchange on which the Securities are listed, or, if the Securities are not listed on an exchange, on a pro rata basis or by lot or in the absence of accordance with any such provision, by such other method as the Trustee shall deem considers fair and appropriate appropriate. Securities and which may provide for portions thereof that the selection for redemption of portions (Trustee selects shall be in amounts equal to the minimum authorized denomination denominations for Securities of such series or Tranche to be redeemed or any integral multiple thereof) . If any Security selected for partial redemption is converted in part before termination of the principal amount conversion right with respect to the portion of Securities the Security so selected, the converted portion of such series or Tranche of a denomination larger than Security shall be deemed to be the minimum authorized denomination portion selected for Securities of such series or Tranche; redemption (provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all Holder of such Securities Security so converted and deemed redeemed shall not be entitled to any additional interest payment as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount a result of such deemed redemption than such Holder would have otherwise been entitled to receive upon conversion of such Security). Securities which have not been so tenderedconverted during a selection of Securities to be redeemed may be treated by the Trustee as Outstanding for the purpose of such selection. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemedredeemed (unless all the Securities of such series and of a specified tenor are to be redeemed or unless such redemption affects only a single Security), the particular Securities to be redeemed shall be selected not more than 60 days prior to the Redemption Date by the Trustee Trustee, from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) a portion of the principal amount of any Security of such series, provided that the unredeemed portion of the principal amount of any Security shall be in an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. If less than all the Securities of such series or Tranche and of a denomination larger specified tenor are to be redeemed (unless such redemption affects only a single Security), the particular Securities to be redeemed shall be selected not more than 60 days prior to the minimum authorized denomination for Redemption Date by the Trustee, from the Outstanding Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select specified tenor not previously called for redemption all or any principal amount of such Securities which have not been so tenderedin accordance with the preceding sentence. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for partial redemption and, in the case of any Securities selected to be redeemed in part, and the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities Security which has been or is to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Affiliate or any Subsidiary thereof shall not be included in the Securities selected for redemption.

Selection of Securities to be Redeemed. If less than all the Securities with Equivalent Principal Terms of any series, or any Tranche thereof, series are to be redeemed (unless all of the Securities of such series and of a specified tenor are to be redeemed), the particular Securities to be redeemed shall be selected not more than 60 days prior to the Redemption Date by the Trustee Trustee, from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities (including coupons, if any) of such that series or Tranche with Equivalent Principal Terms or any integral multiple thereof) of the principal amount of Securities (including coupons, if any) of such series or Tranche with Equivalent Principal Terms of a denomination larger than the minimum authorized denomination for Securities of such that series. Unless otherwise provided in the terms of a particular series or Tranche; provided, however, that if, as indicated in an Officer's Certificateof Securities, the Company portions of the principal of Securities so selected for partial redemption shall have offered be equal to purchase all or any principal amount the minimum authorized denomination of the Securities then Outstanding of any such series, or any Tranche an integral multiple thereof, and the principal amount which remains outstanding shall not be less than all the minimum authorized denomination for Securities of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedseries. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Securities (including coupons, if any) of a series having different issue dates, interest rates and maturities (whether or not originally issued in a Periodic Offering) are to be redeemed, the Company in its discretion may select the particular Securities or portions thereof to be redeemed and shall notify the Trustee thereof by such time prior to the relevant redemption date or dates as the Company and the Trustee may agree. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities (including coupons, if any) shall relate, in the case of any Securities (including coupons, if any) redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities (including coupons, if any) which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemed (unless all of the Securities of such series of a specified tenor are to be redeemed), the particular Securities to be redeemed shall be selected not more than 60 days prior to the Redemption Date by the Trustee from the Outstanding outstanding Securities of such series or Tranche (and tenor) not previously called for redemption, either pro rata, by lot or by such method as shall be provided for any particular series, or, in the absence of any such provision, by such other method as the Trustee shall deem fair and appropriate and which that may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such that series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, of the Company shall have offered to purchase all or any principal amount of the Global Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedseries. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any of the Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities thereof which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemed (unless all of the Securities of such series of a specified tenor are to be redeemed, ) the particular Securities to be redeemed shall be selected not more than 45 days prior to the Redemption Date by the Trustee Trustee, from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such that series or Tranche or any integral multiple thereof) of the principal amount of Registered Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such that series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, of the Company shall have offered to purchase all or any principal amount of the global Securities then Outstanding of any such series, or any Tranche thereof, and . If less than all of the Securities of such series and of a specified tenor are to be redeemed, the particular Securities as to which such offer was made be redeemed shall have been tendered be selected not more than 45 days prior to the Company for such purchase, Redemption Date by the Trustee, if so directed by Company Order, shall select from the Outstanding Securities of such series and specified tenor not previously called for redemption all or any principal amount of such Securities which have not been so tenderedin accordance with the preceding sentence. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all of the Securities of any series, or any Tranche thereof, series are to be redeemedredeemed at any time, the particular Securities to be redeemed Trustee shall be selected by select the Trustee from the Outstanding Securities of such series or Tranche to be redeemed among the Holders of the Securities of such series in compliance with the requirements of the principal national securities exchange, if any, on which the Securities of such series are listed or, if the Securities of such series are not previously called for redemptionso listed, to be redeemed among the Holders of Securities of such series on a pro rata basis, by such method as shall be provided for any particular series, or, in the absence of any such provision, lot or by such method as the Trustee shall deem deems fair and appropriate and which may provide for appropriate; provided that no Securities of $1,000 or less shall be redeemed in part. In the selection for event of partial redemption of portions (equal to by lot, the minimum authorized denomination for particular Securities of such series or Tranche or any integral multiple thereof) to be redeemed shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption date by the Trustee from the outstanding Securities of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination not previously called for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedredemption. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities Security selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption Securities and portions of Securities selected shall relate, be in the case amounts of any Securities redeemed $1,000 or to be redeemed only in part, to the portion whole multiples of $1,000; except that if all of the principal amount Securities of such Securities which has been or is a series of a Holder are to be redeemed, the entire outstanding amount of Securities of such series held by such Holder, even if not a multiple of $1,000, shall be redeemed. A new Security of the same series in principal amount equal to the unredeemed portion thereof will be issued in the name of the Holder thereof upon cancellation of the original Security. Securities called for redemption shall become due on the redemption date. On and after the redemption date, interest will cease to accrue on the Securities or portions of them called for redemption. Except as provided in this Section 3.02, provisions of this Indenture that apply to Securities called for redemption shall also apply to portions of Securities called for redemption.

Selection of Securities to be Redeemed. If Unless otherwise specified as contemplated by Section 3.01, if less than all the Securities (including coupons, if any) of any series, or any Tranche thereof, a series with the same terms are to be redeemed, the particular Trustee, not more than 45 days prior to the redemption date, shall select the Securities of the series to be redeemed shall be selected by the Trustee from the Outstanding Securities of in such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method manner as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of a portion of the principal amount of any Security of such series, provided that the unredeemed portion of the principal amount of any Security shall be in an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. The Trustee shall make the selection from Securities of the series that are Outstanding and that have not previously been called for redemption and may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities Securities, including coupons, if any, of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities Securities, including coupons, if any, of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected by the Trustee for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Affiliate or any Subsidiary thereof shall not be included in the Securities selected for redemption. If less than all the Securities of any series with differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities to be redeemed and shall notify the Trustee in writing thereof at least 45 days prior to the relevant redemption date. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities (including coupons, if any) shall relate, in the case of any Securities (including coupons, if any) redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities (including coupons, if any) which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemed (unless all of the Securities of such series of a specified tenor are to be redeemed), the particular Securities to be redeemed shall be selected not more than 60 days prior to the Redemption Date by the Trustee from the Outstanding outstanding Securities of such series or Tranche (and tenor) not previously called for redemption, either pro rata, by lot or by such method as shall be provided for any particular series, or, in the absence of any such provision, by such other method as the Trustee shall deem fair appropriate in accordance with industry standards at the time of such redemption and appropriate and which that may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such that series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, of the Company shall have offered to purchase all or any principal amount of the Global Securities then Outstanding of any series, or any Tranche thereof, and less than all of such series; provided that, if at the time of redemption such Securities are registered as to which such offer was made shall have been tendered to the Company for such purchasea Global Security, the TrusteeDepositary shall determine, if so directed by Company Orderin accordance with its procedures, shall select for redemption all or any the principal amount of such Securities which have not been so tenderedheld by each beneficial owner of Securities to be redeemed. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any of the Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities thereof which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all of the Securities of any series, or any Tranche thereof, series are to be redeemedredeemed (unless all the Securities of such series and of a specified tenor are to be redeemed or unless such redemption affects only a single Security), the particular Securities to be redeemed shall be selected by not more than 60 days prior to the Trustee Redemption Date, from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and accordance with applicable depositary procedures which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) a portion of the principal amount of any Security of such series, provided that the unredeemed portion of the principal amount of any Security shall be in an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. If less than all the Securities of such series or Tranche and of a denomination larger specified tenor are to be redeemed (unless such redemption affects only a single Security), the particular Securities to be redeemed shall be selected not more than 60 days prior to the minimum authorized denomination for Redemption Date, from the Outstanding Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select specified tenor not previously called for redemption all or any principal amount of such Securities which have not been so tenderedin accordance with the preceding sentence. The Trustee shall promptly notify the Company and the Security Registrar Issuer in writing of the Securities selected for redemption as aforesaid and, in the case of any Securities selected to be redeemed in partfor partial redemption as aforesaid, the principal amount thereof to be redeemed. The provisions of the two preceding paragraphs shall not apply with respect to any redemption affecting only a single Security, whether such Security is to be redeemed in whole or in part. In the case of any such redemption in part, the unredeemed portion of the principal amount of the Security shall be in an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee Security Registrar from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular seriesseries or Tranche, or, in the absence of any such provision, by such method of random selection as the Trustee Security Registrar shall deem fair and appropriate and which may may, in any case, provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the TrusteeSecurity Registrar, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee Security Registrar shall promptly notify the Company and the Security Registrar Trustee in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemedredeemed (unless all the Securities of such series and of a specified tenor are to be redeemed or unless such redemption affects only a single Security), the particular Securities to be redeemed shall be selected not more than 60 days prior to the Redemption Date by the Trustee Trustee, from the Outstanding Securities of such series or Tranche not previously called for redemption, by lot or such method as shall be provided for any particular series, or, in the absence of any such provision, by such other method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) a portion of the principal amount of any Security of such series, provided that the unredeemed portion of the principal amount of any Security shall be in an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. If less than all the Securities of such series or Tranche and of a denomination larger specified tenor are to be redeemed (unless such redemption affects only a single Security), the particular Securities to be redeemed shall be selected not more than 60 days prior to the minimum authorized denomination for Redemption Date by the Trustee, from the Outstanding Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select specified tenor not previously called for redemption all or any principal amount of such Securities which have not been so tenderedin accordance with the preceding sentence. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for partial redemption and, in the case of any Securities selected to be redeemed in part, and the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities Security which has been or is to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Affiliate or any Subsidiary thereof shall not be included in the Securities selected for redemption.

Selection of Securities to be Redeemed. If Unless otherwise indicated for a particular Series by a Board Resolution, a supplemental indenture or an Officers’ Certificate, if less than all the Securities of any series, or any Tranche thereof, Series issued on the same day with the same terms are to be redeemed, the particular Securities to be redeemed shall be selected not more than 45 days prior to the redemption date by the Trustee Trustee, from the Outstanding Securities of such series or Tranche Series issued on such date with the same terms not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate appropriate, and, in the case of global Securities, in accordance with the procedures of the depositary; provided that such method complies with the rules of any national securities exchange or quotation system on which the Securities are listed, and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche that Series or any integral multiple thereof) of the principal amount of Securities of such series or Tranche Series of a denomination larger than the minimum authorized denomination for Securities of such series or Tranchethat Series; provided, however, that if, as indicated in an Officer's Certificate, no such partial redemption shall reduce the Company shall have offered to purchase all or any portion of the principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and a Security not redeemed to less than all the minimum authorized denomination for Securities of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedSeries. The Trustee shall promptly notify the Company and the Security Registrar (if other than itself) in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities Security which has been or is to be redeemed. Notwithstanding the foregoing, if any Security to be redeemed is a Global Security then any partial redemption of that Series of Securities will be made in accordance with the Depository’s applicable procedures among all Holders of such Series of Securities.

Selection of Securities to be Redeemed. If less than all of the Securities of any series, or any Tranche thereof, series are to be redeemed (unless all of the Securities of such series of a specified tenor are to be redeemed), the particular Securities to be redeemed shall be selected by not more than 60 days prior to the Trustee Redemption Date from the Outstanding outstanding Securities of such series or Tranche (and tenor) not previously called for redemption, either pro rata, by lot or by such method as shall be provided for any particular series, or, in the absence of any such provision, by such other method as the Trustee shall deem fair appropriate in accordance with industry standards at the time of such redemption and appropriate and which that may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such that series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, of the Company shall have offered to purchase all or any principal amount of the Global Securities then Outstanding of any series, or any Tranche thereof, and less than all of such series; provided that, if at the time of redemption such Securities are registered as to which such offer was made shall have been tendered to the Company for such purchasea Global Security, the TrusteeDepositary shall determine, if so directed by Company Orderin accordance with its procedures, shall select for redemption all or any the principal amount of such Securities which have not been so tenderedheld by each beneficial owner of Securities to be redeemed. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any of the Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities thereof which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities with Equivalent Principal Terms of any series, or any Tranche thereof, series are to be redeemed (unless all of the Securities of such series and of a specified tenor are to be redeemed), the particular Securities to be redeemed shall be selected not more than 60 days prior to the Redemption Date by the Trustee Trustee, from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such that series or Tranche with Equivalent Principal Terms or any integral multiple thereof) of the principal amount of Securities of such series or Tranche with Equivalent Principal Terms of a denomination larger than the minimum authorized denomination for Securities of such that series. Unless otherwise provided in the terms of a particular series or Tranche; provided, however, that if, as indicated in an Officer's Certificateof Securities, the Company portions of the principal of Securities so selected for partial redemption shall have offered be equal to purchase all or any principal amount the minimum authorized denomination of the Securities then Outstanding of any such series, or any Tranche an integral multiple thereof, and the principal amount which remains outstanding shall not be less than all the minimum authorized denomination for Securities of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedseries. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Securities of a series having different issue dates, interest rates and maturities (whether or not originally issued in a Periodic Offering) are to be redeemed, the Company in its discretion may select the particular Securities or portions thereof to be redeemed and shall notify the Trustee thereof by such time prior to the relevant redemption date or dates as the Company and the Trustee may agree. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If Unless otherwise specified as contemplated by Section 3.1, if less than all the Securities (including interest coupons, if any) of any series, or any Tranche thereof, a series with the same terms are to be redeemed, the particular Trustee, not more than 45 days prior to the Redemption Date, shall select the Securities of the series to be redeemed shall be selected by the Trustee from the Outstanding Securities of in such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method manner as the Trustee shall deem fair and appropriate appropriate. The Trustee shall make the selection from Securities of the series that are Outstanding and which that have not previously been called for redemption and may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities Securities, including interest coupons, if any, of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities Securities, including interest coupons, if any, of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected by the Trustee for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Affiliate or any Subsidiary thereof shall not be included in the Securities selected for redemption. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities (including interest coupons, if any) shall relate, in the case of any Securities (including interest coupons, if any) redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities (including interest coupons, if any) which has been or is to be redeemed.

Selection of Securities to be Redeemed. If Unless otherwise specified as contemplated by Section 3.1, if less than all the Securities (including coupons, if any) of any series, or any Tranche thereof, a series with the same terms are to be redeemed, the particular Trustee, not more than 45 days prior to the Redemption Date, shall select the Securities of the series to be redeemed shall be selected by the Trustee from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate appropriate; provided, that with respect to Securities issued in global form, beneficial interests therein shall be selected for redemption by the Depositary therefor in accordance with its standard procedures. The Trustee shall make the selection from Securities of the series that are Outstanding and which that have not previously been called for redemption and may provide for the selection for redemption of portions (equal to the minimum any authorized denomination for Securities of such series or Tranche or any integral multiple thereofthat series) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of series. If the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to are not in global form the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected by the Trustee for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities (including coupons, if any) shall relate, in the case of any Securities (including coupons, if any) redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities (including coupons, if any) which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all of the Securities of any series, or any Tranche thereof, series are to be redeemedredeemed at any time, the particular Securities to be redeemed Trustee shall be selected by select the Trustee from the Outstanding Securities of such series or Tranche to be redeemed among the Holders of the Securities of such series in compliance with the requirements of the principal national securities exchange, if any, on which the Securities of such series are listed or, if the Securities of such series are not previously called for redemptionso listed, to be redeemed among the Holders of Securities of such series on a PRO RATA basis, by such method as shall be provided for any particular series, or, in the absence of any such provision, lot or by such method as the Trustee shall deem deems fair and appropriate and which may provide for appropriate; PROVIDED that no Securities of $1,000 or less shall be redeemed in part. In the selection for event of partial redemption of portions (equal to by lot, the minimum authorized denomination for particular Securities of such series or Tranche or any integral multiple thereof) to be redeemed shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption date by the Trustee from the outstanding Securities of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination not previously called for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedredemption. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities Security selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption Securities and portions of Securities selected shall relate, be in the case amounts of any Securities redeemed $1,000 or to be redeemed only in part, to the portion whole multiples of $1,000; except that if all of the principal amount Securities of such Securities which has been or is a series of a Holder are to be redeemed, the entire outstanding amount of Securities of such series held by such Holder, even if not a multiple of $1,000, shall be redeemed. A new Security of the same series in principal amount equal to the unredeemed portion thereof will be issued in the name of the Holder thereof upon cancellation of the original Security. Securities called for redemption shall become due on the redemption date. On and after the redemption date, interest will cease to accrue on the Securities or portions of them called for redemption. Except as provided in this Section 3.02, provisions of this Indenture that apply to Securities called for redemption shall also apply to portions of Securities called for redemption.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any such particular seriesseries or Tranche, or, or in the absence of any such provision, by such method of random selection as the Trustee shall deem fair and appropriate and which may may, in any case, provide for the selection for redemption of portions (equal to the minimum any authorized denomination for Securities of such series or Tranche or any integral multiple thereofTranche) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemedredeemed (unless all the Securities of such series and of a specified tenor are to be redeemed or unless such redemption affects only a single Security all as designated to the Trustee by the Company), the particular Securities to be redeemed shall be selected not more than 60 days prior to the Redemption Date by the Trustee Trustee, from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) a portion of the principal amount of any Security shall be in an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. If less than all the Securities of such series or Tranche and of a denomination larger specified tenor are to be redeemed (unless such redemption affects only a single Security), the particular Securities to be redeemed shall be selected not more than 60 days prior to the minimum authorized denomination for Redemption Date by the Trustee, from the Outstanding Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select specified tenor not previously called for redemption all or any principal amount of such Securities which have not been so tenderedin accordance with the preceding sentence. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for partial redemption and, in the case of any Securities selected to be redeemed in part, and the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities Security which has been or is to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Affiliate or any Subsidiary thereof shall not be included in the Securities selected for redemption.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee Security Registrar from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular seriesseries or Tranche, or, in the absence of any such provision, by such method of random selection as the Trustee Security Registrar shall deem fair and appropriate and which may may, in any case, provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of having a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the TrusteeSecurity Registrar, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee Security Registrar shall promptly notify the Company and the Security Registrar Trustee in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular seriesseries or Tranche, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may may, in any case, provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If Unless otherwise indicated for a particular Series of Securities by a Board Resolution, supplemental indenture or Officer’s Certificate pursuant to Section 2.02, if less than all of the Securities of any series, or any Tranche thereof, a Series are to be redeemedredeemed or purchased in an offer to purchase at any time, the particular Trustee shall select the Securities of such Series to be redeemed shall be selected by or purchased (1) in compliance with applicable Depositary procedure or the Trustee from requirements of the Outstanding principal national securities exchange, if any, on which the Securities of such series or Tranche not previously called for redemptionSeries are then listed, and (2) otherwise on a pro rata basis, by such method as shall be provided for any particular series, or, in the absence of any such provision, lot or by such other method as the Trustee shall deem fair and appropriate and which may provide appropriate. Unless otherwise indicated for a particular Series of Securities by a Board Resolution, supplemental indenture or Officer’s Certificate pursuant to Section 2.02, no Securities of $2,000 of principal amount or less will be redeemed in part. Except as provided in the selection preceding sentence, provisions of this Indenture that apply to Securities called for redemption of also apply to portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination called for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedredemption. The Trustee shall promptly notify make the Company and the selection from outstanding Securities of a Series not previously called for redemption. The Trustee shall not be liable for selections made by it under this Section. If any Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected is to be redeemed in partpart only, the principal amount thereof notice of redemption that relates to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities such Security shall relate, in the case of any Securities redeemed or to be redeemed only in part, to state the portion of the principal amount of such Securities which has been or is that Security to be redeemed. With respect to any Security other than Global Securities, a new Security in principal amount equal to the unredeemed portion of the original Security presented for redemption will be issued in the name of the Holder thereof upon cancellation of the original Security. Notices of redemption may be subject to the satisfaction of one or more conditions precedent to the extent so indicated for a particular Series of Securities by a Board Resolution, supplemental indenture or Officer’s Certificate pursuant to Section 2.02; otherwise, a notice of redemption may not be conditional. Subject to the satisfaction of any conditions precedent to such redemption (to the extent so indicated for a particular Series of Securities by a Board Resolution, supplemental indenture or Officer’s Certificate pursuant to Section 2.02), Securities called for redemption become irrevocably due on the date fixed for redemption at the applicable Redemption Price, plus accrued and unpaid interest to, but not including, the Redemption Date. On and after the Redemption Date, unless the Issuer defaults in paying the applicable Redemption Price, interest ceases to accrue or accrete on Securities or portions of them called for redemption. If a redemption is subject to the satisfaction of one or more conditions precedent (to the extent so indicated for a particular Series of Securities by a Board Resolution, supplemental indenture or Officer’s Certificate pursuant to Section 2.02), the Redemption Date may be delayed by the Issuer until such time as any or all such conditions shall be satisfied (or waived by the Issuer in its sole discretion), or such redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied (or waived by the Issuer in its sole discretion) by the Redemption Date, or by the Redemption Date so delayed. In such case, references herein to “Redemption Date” mean the original Redemption Date or the Redemption Date so delayed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee Security Registrar from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular seriesseries or Tranche, or, in the absence of any such provision, by such method of random selection as the Trustee Security Registrar shall deem fair and appropriate and which may may, in any case, provide for the selection for redemption of portions (equal to the minimum in any authorized denomination for Securities of such series or Tranche or any integral multiple thereofTranche) of the principal amount of Securities of such series or Tranche of having a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the TrusteeSecurity Registrar, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee Security Registrar shall promptly notify the Company and the Security Registrar Trustee in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee Security Registrar from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee Security Registrar shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Trancheseries; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the TrusteeSecurity Registrar, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee Security Registrar shall promptly notify the Company and the Security Registrar Trustee in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all of the Securities of any series, or any Tranche thereof, series are to be redeemed (unless all of the Securities of such series of a specified tenor are to be redeemed), the particular Securities to be redeemed shall be selected not more than 60 days prior to the Redemption Date by the Trustee from the Outstanding outstanding Securities of such series or Tranche (and tenor) not previously called for redemption, either pro rata, by lot or by such method as shall be provided for any particular series, or, in the absence of any such provision, by such other method as the Trustee shall deem fair appropriate in accordance with industry standards at the time of such redemption and appropriate and which that may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such that series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, of the Company shall have offered to purchase all or any principal amount of the Global Securities then Outstanding of any series, or any Tranche thereof, and less than all of such series; provided that, if at the time of redemption such Securities are registered as to which such offer was made shall have been tendered to the Company for such purchasea Global Security, the TrusteeDepositary shall determine, if so directed by Company Orderin accordance with its procedures, shall select for redemption all or any the principal amount of such Securities which have not been so tenderedheld by each beneficial owner of Securities to be redeemed. The Trustee shall promptly notify the Company Partnership and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any of the Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities thereof which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemed (unless all of the Securities of such series of a specified tenor are to be redeemed, ) the particular Securities to be redeemed shall be selected not more than 60 days prior to the Redemption Date by the Trustee Trustee, from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, lot or by such other method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such that series or Tranche or any integral multiple thereof) of the principal amount of Registered Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such that series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, of the Company shall have offered to purchase all or any principal amount of the global Securities then Outstanding of any such series, or any Tranche thereof, and . If less than all of the Securities of such series and of a specified tenor are to be redeemed, the particular Securities as to which such offer was made be redeemed shall have been tendered be selected not more than 60 days prior to the Redemption Date by the Company for such purchase, or the Trustee, if so directed by Company Order, shall select from the Outstanding Securities of such series and specified tenor not previously called for redemption all or any principal amount of such Securities which have not been so tenderedin accordance with the preceding sentence. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemed, the particular Securities of that series to be redeemed shall be selected by lot, on a pro rata basis or by any other method the Trustee deems to be fair and appropriate (or, in the case of Global Securities, based on the method required by the U.S. Depositary or, if it is not so required, a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate), unless otherwise required by law or applicable stock exchange or depositary requirements, not more than 60 days prior to the Redemption Date by the U.S. Depositary or the Trustee, as applicable, for the Securities of such series, from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as . Securities shall be provided excluded from eligibility for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption if they are identified by registration and certificate number in a written statement signed by an authorized officer of portions (equal the Issuer and delivered to the minimum authorized denomination Trustee for the Securities of such series at least 60 days prior to the Redemption Date as being owned of record and beneficially by, and not pledged or Tranche hypothecated by either (a) the Issuer or any integral multiple thereofthe Guarantors or (b) an entity specifically identified in such written statement that is an Affiliate of the principal amount of Issuer or the Guarantors. The Trustee for the Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company Issuer and the Security Registrar Guarantors in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If If, at the option of the Corporation, less than all the Securities of any series, or any Tranche thereof, a Series are to be redeemed, the particular Trustee shall select the Securities of such Series to be redeemed shall be selected by the Trustee from the Outstanding Securities of such series or Tranche not previously called for redemptionon a pro rata basis, by such method as shall be provided for any particular series, or, in the absence of any such provision, lot or by such method as the Trustee shall deem fair and appropriate and which may provide for or in accordance with the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) applicable procedures of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedDepositary. The Trustee shall make the selection from outstanding Securities of such Series not previously called for redemption and shall promptly notify the Company and the Security Registrar Corporation in writing of the Securities of such Series selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. The Trustee may select for redemption portions of the principal of Securities that have a denomination larger than $2,000 (or the applicable minimum denomination for such Securities in the event the Securities are payable in a Foreign Currency or Currencies), Securities and portions of them it selects shall be in minimum amounts of $2,000 (or the applicable minimum denomination for such Securities in the event the Securities are payable in a Foreign Currency or Currencies) or a multiple of $1,000 (or the applicable minimum denomination for such Securities in the event the Securities are payable in a Foreign Currency or Currencies). Provisions of this Indenture that apply to Securities called for redemption also apply to portions of Securities called for redemption. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less fewer than all the Securities of any series, or any Tranche thereof, are to be redeemed, the Trustee shall select the particular Securities to be redeemed shall be selected by the Trustee from the Outstanding Securities by a method that complies with the requirements of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular seriesexchange on which the Securities are listed, or, if the Securities are not listed on an exchange, on a pro rata basis or by lot or in the absence of accordance with any such provision, by such other method as the Trustee shall deem considers fair and appropriate appropriate. Securities and which may provide for portions thereof that the selection for redemption of portions (Trustee selects shall be in amounts equal to the minimum authorized denomination denominations for Securities of such series or Tranche to be redeemed or any integral multiple thereof) . If any Security selected for partial redemption is converted or elected to be repurchased in part before termination of the principal amount conversion right or repurchase right with respect to the portion of Securities the Security so selected, the converted or repurchased portion of such series or Tranche of a denomination larger than Security shall be deemed to be the minimum authorized denomination portion selected for Securities of such series or Trancheredemption; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all Holder of such Securities Security so converted and deemed redeemed shall not be entitled to any additional interest payment as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount a result of such deemed redemption than such Holder would have otherwise been entitled to receive upon conversion of such Security. Securities which have not been so tenderedconverted during a selection of Securities to be redeemed may be treated by the Trustee as Outstanding for the purpose of such selection. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all of the Securities of any series, or any Tranche thereof, series are to be redeemed (unless all of the Securities of such series of a specified tenor are to be redeemed), the particular Securities to be redeemed shall be selected by not more than 60 days prior to the Trustee Redemption Date from the Outstanding outstanding Securities of such series or Tranche (and tenor) not previously called for redemption, either pro rata, by lot or by such method as shall be provided for any particular series, or, in the absence of any such provision, by such other method as the Trustee shall deem fair appropriate in accordance with industry standards at the time of such redemption and appropriate and which that may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such that series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, of the Company shall have offered to purchase all or any principal amount of the Global Securities then Outstanding of any series, or any Tranche thereof, and less than all of such series; provided that, if at the time of redemption such Securities are registered as to which such offer was made shall have been tendered to the Company for such purchasea Global Security, the TrusteeDepositary shall determine, if so directed by Company Orderin accordance with its procedures, shall select for redemption all or any the principal amount of such Securities which have not been so tenderedheld by each beneficial owner of Securities to be redeemed. The If the Trustee selects the Securities to be redeemed, the Trustee shall promptly notify the Company Issuer and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any of the Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities thereof which has been or is to be redeemed.

Selection of Securities to be Redeemed. If Unless otherwise indicated for a particular Series of Securities by a Board Resolution, supplemental indenture or Officer’s Certificate pursuant to Section 2.02, if less than all of the Securities of any series, or any Tranche thereof, a Series are to be redeemedredeemed or purchased in an offer to purchase at any time, the particular Trustee shall select the Securities of such Series to be redeemed shall be selected by or purchased (1) in compliance with the Trustee from requirements of the Outstanding principal national securities exchange, if any, on which the Securities of such series or Tranche not previously called for redemptionSeries are then listed, and (2) otherwise on a pro rata basis, by such method as shall be provided for any particular series, or, in the absence of any such provision, lot or by such other method as the Trustee shall deem fair and appropriate and which may provide appropriate. Unless otherwise indicated for a particular Series of Securities by a Board Resolution, supplemental indenture or Officer’s Certificate pursuant to Section 2.02, no Securities of $2,000 of principal amount or less will be redeemed in part. Except as provided in the selection preceding sentence, provisions of this Indenture that apply to Securities called for redemption of also apply to portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination called for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedredemption. The Trustee shall promptly notify make the Company and the selection from outstanding Securities of a Series not previously called for redemption. If any Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected is to be redeemed in partpart only, the principal amount thereof notice of redemption that relates to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities such Security shall relate, in the case of any Securities redeemed or to be redeemed only in part, to state the portion of the principal amount of such Securities which has been or is that Security to be redeemed. A new Security in principal amount equal to the unredeemed portion of the original Security presented for redemption will be issued in the name of the Holder thereof upon cancellation of the original Security. Notices of redemption may be subject to the satisfaction of one or more conditions precedent to the extent so indicated for a particular Series of Securities by a Board Resolution, supplemental indenture or Officer’s Certificate pursuant to Section 2.02; otherwise, a notice of redemption may not be conditional. Subject to the satisfaction of any conditions precedent to such redemption (to the extent so indicated for a particular Series of Securities by a Board Resolution, supplemental indenture or Officer’s Certificate pursuant to Section 2.02), Securities called for redemption become irrevocably due on the date fixed for redemption at the applicable Redemption Price, plus accrued and unpaid interest to, but not including, the Redemption Date. On and after the Redemption Date, unless the Company defaults in paying the applicable Redemption Price, interest ceases to accrue or accrete on Securities or portions of them called for redemption. If a redemption is subject to the satisfaction of one or more conditions precedent (to the extent so indicated for a particular Series of Securities by a Board Resolution, supplemental indenture or Officer’s Certificate pursuant to Section 2.02), the Redemption Date may be delayed by the Company until such time as any or all such conditions shall be satisfied (or waived by the Company in its sole discretion), or such redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied (or waived by the Company in its sole discretion) by the Redemption Date, or by the Redemption Date so delayed. In such case, references herein to “Redemption Date” mean the original Redemption Date or the Redemption Date so delayed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee Security Registrar from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method of random selection as the Trustee Security Registrar shall deem fair and appropriate and which may may, in any case, provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the TrusteeSecurity Registrar, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee Security Registrar shall promptly notify the Company and the Security Registrar Trustee in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If If, at the option of the Corporation, less than all the Securities of any series, or any Tranche thereof, a series are to be redeemed, the particular Trustee shall select the Securities to be redeemed shall be selected by a method the Trustee considers fair and appropriate, subject to any applicable stock exchange requirements. The Trustee shall make the selection from the Outstanding outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the . The Trustee shall deem fair and appropriate and which may provide for the selection select for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of that have a denomination larger than $1,000 (or the applicable minimum authorized denomination for such Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of event the Securities then Outstanding are payable in a Foreign Currency or Currencies). Securities and portions of any series, them it selects shall be in amounts of $1,000 (or any Tranche thereof, and less than all of the applicable minimum denomination for such Securities as to which such offer was made shall have been tendered to in the Company event the Securities are payable in a Foreign Currency or Currencies) or a multiple of $1,000 (or the applicable minimum denomination for such purchase, Securities in the Trustee, if so directed by Company Order, shall select event the Securities are payable in a Foreign Currency or Currencies). Provisions of this Indenture that apply to Securities called for redemption all or any principal amount also apply to portions of such Securities which have not been so tenderedcalled for redemption. The Trustee for the Securities of any series to be redeemed shall promptly notify the Company and the Security Registrar Corporation in writing of the Securities of such series selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all of the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall be selected not more than 60 days prior to the Redemption Date by the Trustee from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or TrancheSecurities; provided, however, that if, as indicated in an Officer's Certificate, no such partial redemption shall reduce the Company shall have offered to purchase all or any portion of the principal amount of the Securities then Outstanding a Security of any series, or any Tranche thereof, and such series not redeemed to less than all the minimum denomination for a Security of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all series established herein or any principal amount of such Securities which have not been so tenderedpursuant hereto. The Trustee shall promptly notify the Company and the Security Registrar (if other than itself) in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed. If any Security selected for partial redemption is converted into Shares pursuant to Article 18 before termination of such conversion right with respect to the portion of the Security so selected, the converted portion of such Security shall be deemed (so far as may be) to be the portion selected for redemption. Securities which have been converted during a selection of Securities to be redeemed shall be treated by the Trustee as Outstanding for the purpose of such selection.

Selection of Securities to be Redeemed. If In the event that less than all of the Securities of any series, or any Tranche thereof, series are to be redeemedredeemed at any time, and the Securities are Global Securities, the particular Securities to be redeemed shall be selected by the Depositary in accordance with the Applicable Procedures. If the particular Securities to be redeemed are not Global Securities, selection of the Securities to be redeemed shall be made by the Trustee from in compliance with the Outstanding requirements of the principal national securities exchange, if any, on which such Securities of are listed or, if such series or Tranche Securities are not previously called for redemptionthen listed on a national securities exchange, on a pro rata basis, by such method as shall be provided for any particular series, or, in the absence of any such provision, lot or by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Trancheappropriate; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any no Securities of a principal amount of the Securities then Outstanding of any series, $2,000 or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered be redeemed in part. A new Security in a principal amount equal to the Company for such purchase, unredeemed portion thereof will be issued in the name of the Holder thereof upon delivery of the original Security to the Paying Agent and cancellation of the original Security (or transferred by book entry). The Depositary or Trustee, if so directed by Company Orderas applicable, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption as aforesaid and, in the case of any Securities selected to be redeemed in partfor partial redemption as aforesaid, the principal amount thereof to be redeemed. The provisions of the two preceding paragraphs shall not apply with respect to any redemption affecting only a single Security, whether such Security is to be redeemed in whole or in part. In the case of any such redemption in part, the unredeemed portion of the principal amount of the Security shall be in an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If Unless otherwise specified as contemplated by Section 3.1, if less than all the Securities (including coupons, if any) of any series, or any Tranche thereof, a series with the same terms are to be redeemed, the particular Trustee, not more than 45 days prior to the redemption date, shall select the Securities of the series to be redeemed shall be selected by the Trustee from the Outstanding Securities of in such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method manner as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of a portion of the Principal amount of any Security of such series, PROVIDED that the unredeemed portion of the principal amount of any Security shall be in an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. The Trustee shall make the selection from Securities of the series that are Outstanding and that have not previously been called for redemption and may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities Securities, including coupons, if any, of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities Securities, including coupons, if any, of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected by the Trustee for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Affiliate or any Subsidiary thereof shall not be included in the Securities selected for redemption. If less than all the Securities of any series with differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities to be redeemed and shall notify the Trustee in writing thereof at least 45 days prior to the relevant redemption date. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities (including coupons, if any) shall relate, in the case of any Securities (including coupons, if any) redeemed or to be redeemed only in part, to the portion Portion of the principal amount of such Securities (including coupons, if any) which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemedredeemed at any time, the particular Securities or portions thereof to be redeemed shall be selected by the Trustee from the Outstanding outstanding Securities of such series or Tranche not previously called for redemptionredemption pro rata, by such method as shall be provided for any particular series, or, in the absence of any such provision, lot or by such other method as the Trustee considers to be fair and appropriate. In any proration pursuant to this Section, the Trustee shall make such adjustments, reallocations and eliminations as it shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal proper to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of end that the principal amount at maturity of Securities so prorated shall be $1,000 or a multiple thereof, by increasing or decreasing or eliminating the amount which would be allocable to any Holder on the basis of such series exact proportion by an amount not exceeding $1,000. The Trustee in its discretion may determine the particular Securities (if there are more than one) registered in the name of any Holder which are to be redeemed, in whole or Tranche of in part. No Securities with a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount at maturity of the Securities then Outstanding of any series, $1,000 or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedbe redeemed in part. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities Security redeemed or to be redeemed only in part, to the portion of the principal amount Accreted Value of such Securities Security which has been or is to be redeemed.

Selection of Securities to be Redeemed. If Unless otherwise specified as contemplated by Section 3.1, if less than all the Securities (including coupons, if any) of any series, or any Tranche thereof, a series with the same terms are to be redeemed, the particular Trustee, not more than 45 days prior to the Redemption Date, shall select the Securities of the series to be redeemed shall be selected by the Trustee from the Outstanding Securities of in such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method manner as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of a portion of the principal amount of any Security of such series, provided that the unredeemed portion of the principal amount of any Security shall be in an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. The Trustee shall make the selection from Securities of the series that are Outstanding and that have not previously been called for redemption and may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities Securities, including coupons, if any, of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities Securities, including coupons, if any, of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected by the Trustee for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Affiliate of the Company or any Subsidiary of the Company thereof shall not be included in the Securities selected for redemption. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities (including coupons, if any) shall relate, in the case of any Securities (including coupons, if any) redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities (including coupons, if any) which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemed (unless all of the Securities of such series of a specified tenor are to be redeemed, ) the particular Securities to be redeemed shall be selected not more than 45 days prior to the Redemption Date by the Trustee Trustee, from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such that series or Tranche or any integral multiple thereof) of the principal amount of Registered Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such that series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, of the Company shall have offered to purchase all or any principal amount of the global Securities then Outstanding of any such series, or any Tranche thereof, and . If less than all of the Securities of such series and of a specified tenor are to be redeemed, the particular Securities as to which such offer was made be redeemed shall have been tendered be selected not more than 45 days prior to the Company for such purchase, Redemption Date by the Trustee, if so directed by Company Order, shall select from the Outstanding Securities of such series and specified tenor not previously called for redemption all or any principal amount of such Securities which have not been so tenderedin accordance with the preceding sentence. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed. If any Security selected for partial redemption is surrendered for conversion after such selection, the converted portion of such Security shall be deemed (so far as may be) to be the portion selected for redemption. Upon any redemption of less than all the Securities of a series, for purposes of selection for redemption the Company and the Trustee may treat as Outstanding Securities surrendered for conversion during the period of 15 days next preceding the mailing of a notice of redemption, and need not treat as Outstanding any Security authenticated and delivered during such period in exchange for the unconverted portion of any Security converted in part during such period.

Selection of Securities to be Redeemed. If less than all of the Securities of any series, or any Tranche thereof, series are to be redeemedredeemed at any time, the particular Securities to be redeemed Trustee shall be selected by select the Trustee from the Outstanding Securities of such series to be redeemed in compliance with the requirements of the principal national securities exchange, if any, on which such Securities are listed, or Tranche if such Securities are not listed on a national securities exchange, on a pro rata basis, by lot or by such other method as the Trustee in its sole discretion shall deem to be fair and appropriate. The Trustee shall make the selection from the Securities of the applicable series not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar Issuer in writing of the Securities selected for redemption and, in the case of any Securities Security of a series selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For Securities may be redeemed in principal amounts equal to authorized denominations for Securities of such series; except that if all purposes of the Securities of a series of a Holder are to be redeemed, the entire outstanding amount of Securities of such series held by such Holder may be redeemed, even if not in the authorized denominations for such Security. Except as provided in the preceding sentence, provisions of this Indenture, unless the context otherwise requires, all provisions relating Indenture that apply to the Securities of a series called for redemption also apply to portions of Securities shall relate, in the case of a series called for redemption. If a Security of any Securities redeemed or series is to be redeemed only in partpart only, the notice of redemption that relates to such Security shall state the portion of the principal amount of such Securities which has been or Security that is to be redeemed. A new Security of the applicable series in principal amount equal to the unredeemed portion of the original Security shall be issued in the name of the Holder of the Securities of such series upon cancellation of the original Securities. Securities called for redemption become due on the Redemption Date. On and after the Redemption Date, interest ceases to accrue on Securities or portions of them called for redemption unless the Issuer defaults in making the applicable redemption payment.

Selection of Securities to be Redeemed. If less fewer than all the Securities of any series, or any Tranche thereof, are to be redeemed, the Trustee shall select the particular Securities to be redeemed shall be selected by the Trustee from the Outstanding Securities of such series on a pro rata basis or Tranche not previously called for redemption, by such lot or in accordance with any other method as the Trustee considers fair and appropriate. Securities and portions thereof that the Trustee selects shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (amounts equal to the minimum authorized denomination denominations for Securities of such series or Tranche to be redeemed or any integral multiple thereof) . If any Securities are to be redeemed in part only, a new Security or Securities in principal amount equal to the unredeemed principal portion thereof will be issued. If any Security selected for partial redemption is converted in part before termination of the principal amount conversion right with respect to the portion of Securities the Security so selected, the converted portion of such series or Tranche of a denomination larger than Security shall be deemed to be the minimum authorized denomination portion selected for Securities of such series or Tranche; redemption (provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all Holder of such Securities Security so converted and deemed redeemed shall not be entitled to any additional interest payment as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount a result of such deemed redemption than such Holder would have otherwise been entitled to receive upon conversion of such Security). Securities which have not been so tenderedconverted during a selection of Securities to be redeemed may be treated by the Trustee as Outstanding for the purpose of such selection. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If In the event that less than all of the Securities of any series, or any Tranche thereof, a series are to be redeemedredeemed at any time, the particular selection of such Securities to for redemption will be redeemed shall be selected made by the Trustee from in compliance with any applicable requirements of the Outstanding principal national securities exchange, if any, on which the Securities of such series are listed or, if the Securities of such series are not then listed on a national securities exchange (or Tranche if the Securities of such series are so listed but the exchange does not previously called impose requirements with respect to the selection of debt securities for redemption), on a pro rata basis, by such method as shall be provided for any particular series, or, in the absence of any such provision, lot or by such method as the Trustee in its sole discretion shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Trancheappropriate; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any no Securities of a principal amount at maturity of the Securities then Outstanding of any series, $1,000 or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedbe redeemed in part. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities of such series selected for redemption and, in the case of any Securities of such series selected to be redeemed in partfor partial redemption, the principal amount at maturity thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities Security which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemedredeemed at any time, the particular Trustee shall select the Securities to be redeemed on a pro rata basis, or by any other method which the Trustee shall determine to be fair and appropriate and which complies with any securities exchange and other applicable requirements, provided that the Trustee may select for redemption in part only Securities in denominations larger than $1,000. In selecting Securities to be redeemed pursuant to this Section 3.02, the Trustee shall make such adjustments, reallocations and eliminations as it shall deem proper so that the principal amount at Stated Maturity of each Security to be redeemed shall be $1,000 or an integral multiple thereof, by increasing, decreasing or eliminating any amount less than $1,000 which would be allocable to any Holder. If the Notes to be redeemed are Certificated Securities, the Certificated Securities to be redeemed shall be selected by the Trustee from the Outstanding Securities of such series by prorating, as nearly as may be, or Tranche not previously called for redemption, by such any other method as shall be provided for any particular series, or, in the absence of any such provision, by such method as which the Trustee shall deem determine to be fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or complies with any integral multiple thereof) of securities exchange and other applicable requirements, the principal amount of Certificated Securities to be redeemed among the Holders of such series or Tranche of a denomination larger Certificated Securities registered in their respective names. The Trustee in its discretion may determine the particular Securities (if there are more than one) registered in the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding name of any seriesHolder which are to be redeemed, in whole or any Tranche thereof, and less than all in part. Provisions of such this Indenture that apply to Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select called for redemption all or any principal amount also apply to portions of such Securities which have not been so tenderedcalled for redemption. The Trustee shall promptly notify the Company and the Security Registrar in writing promptly of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption or portions of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the -------------------------------------- Securities of any series, or any Tranche thereof, series are to be redeemedredeemed (unless all the Securities of such series and of a specified tenor are to be redeemed or unless such redemption affects only a single Security all as designated to the Trustee by the Company), the particular Securities to be redeemed shall be selected not more than 60 days prior to the Redemption Date by the Trustee Trustee, from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which that may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) a portion of the principal amount of any Security of such series; provided that the unredeemed portion of the principal amount of any Security shall be in an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. If less than all the Securities of such series or Tranche and of a denomination larger specified tenor are to be redeemed (unless such redemption affects only a single Security), the particular Securities to be redeemed shall be selected not more than 60 days prior to the minimum authorized denomination for Redemption Date by the Trustee, from the Outstanding Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select specified tenor not previously called for redemption all or any principal amount of such Securities which have not been so tenderedin accordance with the preceding sentence. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for partial redemption and, in the case of any Securities selected to be redeemed in part, and the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which Security that has been or is to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Affiliate or any Subsidiary thereof shall not be included in the Securities selected for redemption.

Selection of Securities to be Redeemed. If Unless otherwise specified as contemplated by Section 3.1, if less than all the Securities (including interest coupons, if any) of any series, or any Tranche thereof, a series with the same terms are to be redeemed, the particular Trustee, not more than 45 days prior to the Redemption Date, shall select the Securities of the series to be redeemed shall be selected by the Trustee from the Outstanding Securities of in such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method manner as the Trustee shall deem fair and appropriate appropriate. The Trustee shall make the selection from Securities of the series that are Outstanding and which that have not previously been called for redemption and may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities Securities, including interest coupons, if any, of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities Securities, including interest coupons, if any, of such series or Tranche of a denomination larger than the minimum 91 100 authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected by the Trustee for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Affiliate or any Subsidiary thereof shall not be included in the Securities selected for redemption. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities (including interest coupons, if any) shall relate, in the case of any Securities (including interest coupons, if any) redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities (including interest coupons, if any) which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all In the case of any partial redemption of the Securities, selection of the Securities of any series, or any Tranche thereof, are to for redemption will be redeemed, the particular Securities to be redeemed shall be selected made by the Trustee from the Outstanding Securities of such series or Tranche not previously called for redemptionon a pro rata basis, by such method as shall be provided for any particular series, or, in the absence of any such provision, lot or by such other method as the Trustee in its sole discretion shall deem to be fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Trancheappropriate; provided, however, that ifif a partial redemption is made with proceeds of an Equity Offering, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount selection of the Securities then Outstanding or portion thereof for redemption shall be made by the Trustee only on a pro rata basis, unless such method is otherwise prohibited. Securities may be redeemed in part in multiples of any series$1,000 principal amount only. Notice of redemption will be sent, or any Tranche thereofby first class mail, and less than all of such Securities as to which such offer was made shall have been tendered postage prepaid, at least 45 days (unless a shorter period is acceptable to the Company Trustee) prior to the date fixed for redemption to each holder whose Securities are to be redeemed at the last address for such purchase, holder then shown on the Trustee, if so directed by Company Order, shall select for redemption all or registry books. If any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected is to be redeemed in partpart only, the notice of redemption that relates to such Security shall state the portion of the principal amount thereof to be redeemed. For all purposes A new Security in principal amount equal to the unredeemed portion thereof will be issued in the name of the holder thereof upon cancellation of the original Security. On and after any redemption date, interest will cease to accrue on the Securities or part thereof called for redemption as long as the Company has deposited with the Paying Agent funds in satisfaction of the redemption price pursuant to the Indenture. Provisions of this Indenture, unless the context otherwise requires, all provisions relating Indenture that apply to the Securities called for redemption also apply to portions of Securities called for redemption. The Trustee shall relate, notify the Company in the case of any Securities redeemed or to be redeemed only in part, to the portion writing promptly of the principal amount Securities or portions of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any such particular seriesseries or Tranche, or, or in the absence of any such provision, by such method of random selection as the Trustee shall deem fair and appropriate and which may may, in any case, provide for the selection for redemption of portions (equal to the minimum any authorized denomination for Securities of such series or Tranche or any integral multiple thereofTranche) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's ’s Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If Unless otherwise specified as contemplated by Section 3.1, if less than all the Securities (including interest coupons, if any) of any series, or any Tranche thereof, a series with the same terms are to be redeemed, the particular Trustee, not more than 45 days prior to the Redemption Date, shall select the Securities of the series to be redeemed shall be selected by the Trustee from the Outstanding Securities of in such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method manner as the Trustee shall deem fair and appropriate appropriate. The Trustee shall make the selection from Securities of the series that are Outstanding and which that have not previously been called for redemption and may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities Securities, including interest coupons, if any, of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities Securities, including interest coupons, if any, of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; that series, provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any unredeemed portion of the principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and Security shall be in an authorized denomination (which shall not be less than all of such Securities as to which such offer was made shall have been tendered to the Company minimum -81- 90 authorized denomination) for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedSecurity. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected by the Trustee for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Guarantor, any Affiliate or any Subsidiary of the Company or any Guarantor shall not be included in the Securities selected for redemption. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities (including interest coupons, if any) shall relate, in the case of any Securities (including interest coupons, if any) redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities (including interest coupons, if any) which has been or is to be redeemed.

Selection of Securities to be Redeemed. If Unless otherwise indicated for a particular Series by a Board Resolution, a supplemental indenture or an Officers’ Certificate, if less than all the Securities of any series, or any Tranche thereof, Series issued on the same day with the same terms are to be redeemed, the particular Securities to be redeemed shall be selected not more than 45 days prior to the redemption date by the Trustee Trustee, from the Outstanding outstanding Securities of such series or Tranche Series issued on such date with the same terms not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate appropriate, and, in the case of global Securities, in accordance with the procedures of the Depositary; provided that such method complies with the rules of any national securities exchange or quotation system on which the Securities are listed, and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche that Series or any integral multiple thereof) of the principal amount of Securities of such series or Tranche Series of a denomination larger than the minimum authorized denomination for Securities of such series or Tranchethat Series; provided, however, that if, as indicated in an Officer's Certificate, no such partial redemption shall reduce the Company shall have offered to purchase all or any portion of the principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and a Security not redeemed to less than all the minimum authorized denomination for Securities of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedSeries. The Trustee shall promptly notify the Company and the Security Registrar (if other than itself) in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which Security that has been or is to be redeemed. Notwithstanding the foregoing, if any Security to be redeemed is a Global Security then any partial redemption of that Series of Securities will be made in accordance with the Depository’s applicable procedures among all Holders of such Series of Securities.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemed, or purchased in an offer to purchase at any time, the Trustee shall select the Securities of that series to be redeemed or purchased as follows: (1) if the Securities of such series are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Securities of that series are listed or (2) if the Securities of that series are not listed on a national securities exchange, on a pro rata basis, by lot or by such other method as the Trustee deems fair and appropriate. In the event of a partial redemption or purchase by lot, the particular Securities to be redeemed shall or purchased will be selected not less than 45 nor more than 60 days prior to the redemption or purchase date by the Trustee from the Outstanding Securities of such that series or Tranche outstanding and not previously called for redemption, by such method as . The Trustee shall notify the Issuer promptly in writing of the Securities or portions of Securities to be provided called for any particular series, orredemption or purchase and, in the absence case of any such provisionSecurities selected for partial redemption or purchase, by such method the principal amount thereof to be redeemed or purchased. Except as otherwise provided as to any particular series of Securities, Securities and portions thereof that the Trustee selects shall deem fair and appropriate and which may provide for the selection for redemption of portions (be in amounts equal to the minimum authorized denomination for Securities of such the series to be redeemed or Tranche purchased or any integral multiple thereof) , except that if all of the principal Securities of the series are to be redeemed or purchased, the entire outstanding amount of the Securities of the series held by such series or Tranche of a denomination larger than Holder, even if not equal to the minimum authorized denomination for the Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, shall be redeemed or any Tranche thereof, and less than all purchased. Provisions of such this Indenture that apply to Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select called for redemption all or any principal amount also apply to portions of such Securities which have not been so tenderedcalled for redemption. The Trustee shall promptly notify Issuer may acquire Securities by means other than redemption, whether pursuant to an Issuer tender offer, open market purchase or otherwise provided such acquisition does not otherwise violate the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes other terms of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee Security Registrar from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular seriessuch series or Tranche, or, in the absence of any such provision, by such method of random selection as the Trustee Security Registrar shall deem fair and appropriate and which may may, in any case, provide for the selection for redemption of portions (equal to the minimum in any authorized denomination for Securities of such series or Tranche or any integral multiple thereofTranche) of the principal amount of Securities of such series or Tranche of having a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the TrusteeSecurity Registrar, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee Security Registrar shall promptly notify the Company and the Security Registrar Trustee in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular seriesseries or Tranche, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may may, in any case, provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company Company, the Guarantor and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If Unless otherwise specified as contemplated by Section 3.1, if less than all the Securities (including interest coupons, if any) of any series, or any Tranche thereof, a series with the same terms are to be redeemed, the particular Trustee, not more than 45 days prior to the Redemption Date, shall select the Securities of the series to be redeemed shall be selected by the Trustee from the Outstanding Securities of in such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method manner as the Trustee shall deem fair and appropriate appropriate. The Trustee shall make the selection from Securities of the series that are Outstanding and which that have not previously been called for redemption and may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities Securities, including interest coupons, if any, of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities Securities, including interest coupons, if any, of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; providedthat series, however, provided that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any unredeemed portion of the principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and Security shall be in an authorized denomination (which shall not be less than all of such Securities as to which such offer was made shall have been tendered to the Company minimum authorized denomination) for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedSecurity. The Trustee shall promptly notify the Company and the Security Registrar in -74- 83 writing of the Securities selected by the Trustee for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Company shall so direct, Securities registered in the name of the Company or any Affiliate or any Subsidiary thereof shall not be included in the Securities selected for redemption. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities (including interest coupons, if any) shall relate, in the case of any Securities (including interest coupons, if any) redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities (including interest coupons, if any) which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemedredeemed at any time, the particular Trustee shall select the Securities to be redeemed on a pro rata basis, or by any other method which the Trustee shall determine to be fair and appropriate and which complies with any securities exchange and other applicable requirements, provided that the Trustee may select for redemption in part only Securities in denominations larger than $1,000. In selecting Securities to be redeemed pursuant to this Section 3.02, the Trustee shall make such adjustments, reallocations and eliminations as it shall deem proper so that the principal amount at Stated Maturity of each Security to be redeemed shall be $1,000 or an integral multiple thereof, by increasing, decreasing or eliminating any amount less than $1,000 which would be allocable to any Holder. If the Securities to be redeemed are Certificated Securities, the Certificated Securities to be redeemed shall be selected by the Trustee from the Outstanding Securities of such series by prorating, as nearly as may be, or Tranche not previously called for redemption, by such any other method as shall be provided for any particular series, or, in the absence of any such provision, by such method as which the Trustee shall deem determine to be fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or complies with any integral multiple thereof) of securities exchange and other applicable requirements, the principal amount of Certificated Securities to be redeemed among the Holders of such series or Tranche of a denomination larger Certificated Securities registered in their respective names. The Trustee in its discretion may determine the particular Securities (if there are more than one) registered in the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding name of any seriesHolder which are to be redeemed, in whole or any Tranche thereof, and less than all in part. Provisions of such this Indenture that apply to Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select called for redemption all or any principal amount also apply to portions of such Securities which have not been so tenderedcalled for redemption. The Trustee shall promptly notify the Company and the Security Registrar in writing promptly of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption or portions of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemed (unless all of the Securities of such series of a specified tenor are to be redeemed, ) the particular Securities to be redeemed shall be selected not more than 45 days prior to the Redemption Date by the Trustee Company or the Trustee, from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as Company or the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such that series or Tranche or any integral multiple thereof) of the principal amount of Registered Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such that series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, of the Company shall have offered to purchase all or any principal amount of the global Securities then Outstanding of any such series, or any Tranche thereof, and . If less than all of the Securities of such series and of a specified tenor are to be redeemed, the particular Securities as to which such offer was made be redeemed shall have been tendered be selected not more than 45 days prior to the Redemption Date by the Company for such purchase, or the Trustee, if so directed by Company Order, shall select from the Outstanding Securities of such series and specified tenor not previously called for redemption all or any principal amount of such Securities which have not been so tenderedin accordance with the preceding sentence. The Trustee Company or the Trustee, as the case may be, shall promptly notify the Company and the Security Registrar other in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed. If any Security selected for partial redemption is surrendered for conversion after such selection, the converted portion of such Security shall be deemed (so far as may be) to be the portion selected for redemption. Upon any redemption of less than all the Securities of a series, for purposes of selection for redemption the Company and the Trustee may treat as Outstanding Securities surrendered for conversion during the period of 15 days next preceding the mailing of a notice of redemption, and need not treat as Outstanding any Security authenticated and delivered during such period in exchange for the unconverted portion of any Security converted in part during such period.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemedredeemed (unless all the Securities of such series and of a specified tenor are to be redeemed or unless such redemption affects only a single Security), the particular Securities to be redeemed shall be selected not more than sixty (60) days prior to the Redemption Date by the Trustee Trustee, from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) a portion of the principal amount of any Security of such series, provided that the portion of the principal amount of any Security not redeemed shall be in an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. If less than all the Securities of such series or Tranche and of a denomination larger specified tenor are to be redeemed (unless such redemption affects only a single Security), the particular Securities to be redeemed shall be selected not more than sixty (60) days prior to the minimum authorized denomination for Redemption Date by the Trustee, from the Outstanding Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select specified tenor not previously called for redemption all or any principal amount of such Securities which have not been so tenderedin accordance with the preceding sentence. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for partial redemption and, in the case of any Securities selected to be redeemed in part, and the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities Security which has been or is to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Affiliate or any Subsidiary thereof shall not be included in the Securities selected for redemption.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemed, or purchased in an offer to purchase at any time, the Trustee shall select the Securities of that series to be redeemed or purchased as follows: (i) if the Securities of such series are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Securities of that series are listed; or (ii) if the Securities of that series are not listed on a national securities exchange, on a pro rata basis, by lot or by such other method as the Trustee deems fair and appropriate. In the event of a partial redemption or purchase by lot, the particular Securities to be redeemed shall or purchased will be selected not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the Outstanding Securities of such that series or Tranche outstanding and not previously called for redemption, by such method as . The Trustee shall notify the Company promptly in writing of the Securities or portions of Securities to be provided called for any particular series, orredemption or purchase and, in the absence case of any such provisionSecurities selected for partial redemption or purchase, by such method the principal amount thereof to be redeemed or purchased. Except as otherwise provided as to any particular series of Securities, Securities and portions thereof that the Trustee selects shall deem fair and appropriate and which may provide for the selection for redemption of portions (be in amounts equal to the minimum authorized denomination for Securities of such the series to be redeemed or Tranche purchased or any integral multiple thereof) , except that if all of the principal Securities of the series are to be redeemed or purchased, the entire outstanding amount of the Securities of the series held by such series or Tranche of a denomination larger than Holder, even if not equal to the minimum authorized denomination for the Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, shall be redeemed or any Tranche thereof, and less than all purchased. Provisions of such this Indenture that apply to Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select called for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected also apply to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption portions of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemedcalled for redemption.

Selection of Securities to be Redeemed. If Unless otherwise specified as contemplated by Section 3.1, if less than all the Securities (including interest -75- 84 coupons, if any) of any series, or any Tranche thereof, a series with the same terms are to be redeemed, the particular Trustee, not more than 45 days prior to the Redemption Date, shall select the Securities of the series to be redeemed shall be selected by the Trustee from the Outstanding Securities of in such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method manner as the Trustee shall deem fair and appropriate appropriate. The Trustee shall make the selection from Securities of the series that are Outstanding and which that have not previously been called for redemption and may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities Securities, including interest coupons, if any, of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities Securities, including interest coupons, if any, of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; providedthat series, however, provided that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any unredeemed portion of the principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and Security shall be in an authorized denomination (which shall not be less than all of such Securities as to which such offer was made shall have been tendered to the Company minimum authorized denomination) for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedSecurity. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected by the Trustee for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Company shall so direct, Securities registered in the name of the Company or any Affiliate or any Subsidiary thereof shall not be included in the Securities selected for redemption. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities (including interest coupons, if any) shall relate, in the case of any Securities (including interest coupons, if any) redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities (including interest coupons, if any) which has been or is to be redeemed.

Selection of Securities to be Redeemed. If If, at the option of the Corporation, less than all the Securities of any series, or any Tranche thereof, a series are to be redeemed, the particular Trustee shall select the Securities to be redeemed shall be selected by a method the Trustee considers fair and appropriate, subject to any applicable stock exchange requirements. The Trustee shall make the selection from the Outstanding outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the . The Trustee shall deem fair and appropriate and which may provide for the selection select for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of that have a denomination larger than $1,000 (or the applicable minimum authorized denomination for such Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of event the Securities then Outstanding are payable in ECUs or a Foreign Currency or Currencies). Securities and portions of any series, them it selects shall be in amounts of $1,000 (or any Tranche thereof, and less than all of the applicable minimum denomination for such Securities as to which such offer was made shall have been tendered to in the Company event the Securities are payable in ECUs or a Foreign Currency or Currencies) or a multiple of $1,000 (or the applicable minimum denomination for such purchase, Securities in the Trustee, if so directed by Company Order, shall select event the Securities are payable in ECUs or a Foreign Currency or Currencies). Provisions of this Indenture that apply to Securities called for redemption all or any principal amount also apply to portions of such Securities which have not been so tenderedcalled for redemption. The Trustee for the Securities of any series to be redeemed shall promptly notify the Company and the Security Registrar Corporation in writing of the Securities of such series selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemed, or purchased in an offer to purchase at any time, the Trustee shall select the Securities of that series to be redeemed or purchased as follows: (1) if the Securities of such series are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Securities of that series are listed or (2) if the Securities of that series are not listed on a national securities exchange, prorate, by lot or by such other method as may be required by DTC’s procedures. In the event of a partial redemption or purchase by lot, the particular Securities to be redeemed shall or purchased will be selected not less than 45 nor more than 60 days prior to the redemption or purchase date by the Trustee from the Outstanding Securities of such that series or Tranche outstanding and not previously called for redemption, by such method as . The Trustee shall notify the Issuer promptly in writing of the Securities or portions of Securities to be provided called for any particular series, orredemption or purchase and, in the absence case of any such provisionSecurities selected for partial redemption or purchase, by such method the principal amount thereof to be redeemed or purchased. Except as otherwise provided as to any particular series of Securities, Securities and portions thereof that the Trustee selects shall deem fair and appropriate and which may provide for the selection for redemption of portions (be in amounts equal to the minimum authorized denomination for Securities of such the series to be redeemed or Tranche purchased or any integral multiple thereof) , except that if all of the principal Securities of the series are to be redeemed or purchased, the entire outstanding amount of the Securities of the series held by such series or Tranche of a denomination larger than Holder, even if not equal to the minimum authorized denomination for the Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, shall be redeemed or any Tranche thereof, and less than all purchased. Provisions of such this Indenture that apply to Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select called for redemption all or any principal amount also apply to portions of such Securities which have not been so tenderedcalled for redemption. The Trustee shall promptly notify Issuer may acquire Securities by means other than redemption, whether pursuant to an Issuer tender offer, open market purchase or otherwise provided such acquisition does not otherwise violate the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes other terms of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemedredeemed by partial redemption (unless all of the Securities of such series and of a specified tenor are to be redeemed or such series is comprised of a single Security), the particular Securities to be redeemed shall be selected by not more than 60 days prior to the Trustee Redemption Date, from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular seriesin accordance with the policies and procedures of the Trustee, oror in accordance with the applicable procedures of the Depositary, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such that series or Tranche or any integral multiple thereofof such denomination) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of that series. If less than all of the Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificateand of a specified tenor are to be redeemed (unless such series is comprised of a single Security), the Company particular Securities to be redeemed shall have offered be selected not more than 60 days prior to purchase all the Redemption Date in accordance with the applicable procedures of the Depositary from the Outstanding Securities of such series and specified tenor not previously called for redemption in accordance with the preceding sentence. The provisions of the preceding paragraph and this paragraph shall not apply with respect to the redemption of a series of Securities comprised of a single Security, whether such Security is to be redeemed in whole or in part. In the case of any such redemption in part, the unredeemed portion of the principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and Security shall be in an authorized denomination (which shall not be less than all the minimum authorized denomination) of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemedSecurity. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If Unless otherwise specified as contemplated by Section 3.1, if less than all the Securities (including interest coupons, if any) of any series, or any Tranche thereof, a series with the same terms are to be redeemed, the particular Trustee, not more than 45 days prior to the Redemption Date, shall select the Securities of the series to be redeemed shall be selected by the Trustee from the Outstanding Securities of in such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method manner as the Trustee shall deem fair and appropriate appropriate. The Trustee shall make the selection from Securities of the series that are Outstanding and which that have not previously been called for redemption and may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities Securities, including interest coupons, if any, of such that series or Tranche or any integral multiple thereof) of the -83- 92 principal amount of Securities Securities, including interest coupons, if any, of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; providedthat series, however, provided that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any unredeemed portion of the principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and Security shall be in an authorized denomination (which shall not be less than all of such Securities as to which such offer was made shall have been tendered to the Company minimum authorized denomination) for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedSecurity. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected by the Trustee for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Guarantor, any Affiliate or any Subsidiary of the Company or any Guarantor shall not be included in the Securities selected for redemption. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities (including interest coupons, if any) shall relate, in the case of any Securities (including interest coupons, if any) redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities (including interest coupons, if any) which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of like tenor and terms of any series, or any Tranche thereof, series (a “Tranche”) are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee selected, from the Outstanding Securities of such series or Tranche not previously called for redemptionredemption in accordance with applicable procedures of the Depository. Unless otherwise provided in the terms of a particular series of Securities, by such method as the portions of the principal of Securities so selected for partial redemption shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for of the Securities of such series series, or Tranche or any an integral multiple thereof) of , and the principal amount of Securities of such series or Tranche of a denomination larger which remains outstanding shall not be less than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and . If less than all the Securities of such Securities as unlike tenor and terms of a series are to which such offer was made shall have been tendered to the Company for such purchasebe redeemed, the Trusteeparticular Tranche of Securities to be redeemed shall be selected by the Company. With respect to Securities of a series that are not represented by Global Securities, if so directed by Company Order, Securities shall select be excluded from eligibility for selection for redemption all or any principal amount if they are identified by registration and certificate number in a written statement signed by a Responsible Officer of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and delivered to the Security Registrar Trustee at least 45 days prior to the Redemption Date (unless a shorter period shall be reasonably satisfactory to the Trustee) as being owned of record and beneficially by, and not pledged or hypothecated by either, (a) the Company or (b) an entity specifically identified in writing such written statement as being an Affiliate of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemedCompany. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities Security which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee Security Registrar from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for by any particular seriesseries or Tranche, or, in the absence of any such provision, by such method of random selection as the Trustee Security Registrar shall deem fair and appropriate and which may may, in any case, provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of having a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's ’s Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the TrusteeSecurity Registrar, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee Security Registrar shall promptly notify the Company and the Security Registrar Trustee in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee Security Registrar from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Officers' Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities with Equivalent Principal Terms of any series, or any Tranche thereof, series are to be redeemed (unless all of the Securities of such series and of a specified tenor are to be redeemed), the particular Securities to be redeemed shall be selected not more than 60 calendar days prior to the Redemption Date by the Trustee Trustee, from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities (including coupons, if any) of such that series or Tranche with Equivalent Principal Terms or any integral multiple thereof) of the principal amount of Securities (including coupons, if any) of such series or Tranche with Equivalent Principal Terms of a denomination larger than the minimum authorized denomination for Securities of such that series. Unless otherwise provided in the terms of a particular series or Tranche; provided, however, that if, as indicated in an Officer's Certificateof Securities, the Company portions of the principal of Securities so selected for partial redemption shall have offered be equal to purchase all or any principal amount the minimum authorized denomination of the Securities then Outstanding of any such series, or any Tranche an integral multiple thereof, and the principal amount which remains outstanding shall not be less than all the minimum authorized denomination for Securities of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedseries. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Securities (including coupons, if any) of a series having different issue dates, interest rates and maturities (whether or not originally issued in a Periodic Offering) are to be redeemed, the Company in its discretion may select the particular Securities or portions thereof to be redeemed and shall notify the Trustee thereof by such time prior to the relevant redemption date or dates as the Company and the Trustee may agree. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities (including coupons, if any) shall relate, in the case of any Securities (including coupons, if any) redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities (including coupons, if any) which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall will be selected not more than 60 days prior to the redemption date by the Trustee in compliance with any applicable rules of the principal U.S. securities exchange, if any, on which the Securities are listed or, if the Securities are not listed on a U.S. securities exchange or if there are no applicable rules, on a pro rata basis, by lot or by such other method as such Trustee will deem appropriate; PROVIDED that the unredeemed portion of the principal amount of any Security shall be in an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. The Trustee shall make the selection from the Securities that are Outstanding Securities of such series or Tranche that have not previously been called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair redemption and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche the Securities, or any integral multiple of $1,000 in excess thereof) of the principal amount of the Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedSecurities. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Affiliate of the Company or any Subsidiary of the Company thereof shall not be included in the Securities selected for redemption. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee Security Registrar from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for by any particular seriesseries or Tranche, or, in the absence of any such provision, by such method of random selection as the Trustee Security Registrar shall deem fair and appropriate and which may may, in any case, provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of having a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the TrusteeSecurity Registrar, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee Security Registrar shall promptly notify the Company and the Security Registrar Trustee in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method of random selection as the Trustee shall deem fair and appropriate and which may may, in any case, provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. 24 30 If less than all the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee Security Registrar from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular seriesseries or Tranche, or, in the absence of any such provision, by such method of random selection as the Trustee Security Registrar shall deem fair and appropriate and which may may, in any case, provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the TrusteeSecurity Registrar, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee Security Registrar shall promptly notify the Company and the Security Registrar Trustee in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all of the Securities of any series, or any Tranche thereof, series are to be redeemedredeemed at any time, the particular Securities to be redeemed Trustee shall be selected by select the Trustee from the Outstanding Securities of such series to be redeemed in compliance with the requirements of the principal national securities exchange, if any, on which such Securities are listed, or Tranche if such Securities are not listed on a national securities exchange, on a pro rata basis, by lot or by such other method as the Trustee in its sole discretion shall deem to be fair and appropriate. The Trustee shall make the selection from the Securities of the applicable series not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities Security of a series selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For Securities may be redeemed in principal amounts equal to authorized denominations for Securities of such series; except that if all purposes of the Securities of a series of a Holder are to be redeemed, the entire outstanding amount of Securities of such series held by such Holder may be redeemed, even if not in the authorized denominations for such Security. Except as provided in the preceding sentence, provisions of this Indenture, unless the context otherwise requires, all provisions relating Indenture that apply to the Securities of a series called for redemption also apply to portions of Securities shall relate, in the case of a series called for redemption. If a Security of any Securities redeemed or series is to be redeemed only in partpart only, the notice of redemption that relates to such Security shall state the portion of the principal amount of such Securities which has been or Security that is to be redeemed. A new Security of the applicable series in principal amount equal to the unredeemed portion of the original Security shall be issued in the name of the Holder of the Securities of such series upon cancellation of the original Securities. Securities called for redemption become due on the Redemption Date. On and after the Redemption Date, interest ceases to accrue on Securities or portions of them called for redemption unless the Company defaults in making the applicable redemption payment.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Trancheseries; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, series and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less fewer than all the Securities of any series, or any Tranche thereof, are to be redeemed, the Trustee shall select the particular Securities to be redeemed shall be selected by the Trustee from the Outstanding Securities by a method that complies with the requirements of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular seriesexchange on which the Securities are listed, or, if the Securities are not listed on an exchange, on a pro rata basis or by lot or in the absence of accordance with any such provision, by such other method as the Trustee shall deem considers fair and appropriate appropriate. Securities and which may provide for portions thereof that the selection for redemption of portions (Trustee selects shall be in amounts equal to the minimum authorized denomination denominations for Securities of such series or Tranche to be redeemed or any integral multiple thereof) . If any Security selected for partial redemption is converted in part before termination of the principal amount conversion right with respect to the portion of Securities the Security so selected, the converted portion of such series or Tranche of a denomination larger than Security shall be deemed to be the minimum authorized denomination portion selected for Securities of such series or Trancheredemption; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all Holder of such Securities Security so converted and deemed redeemed shall not be entitled to any additional interest payment as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount a result of such deemed redemption than such Holder would have otherwise been entitled to receive upon conversion of such Security. Securities which have not been so tenderedconverted during a selection of Securities to be redeemed may be treated by the Trustee as Outstanding for the purpose of such selection. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all ---------------------------------------- the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. ." The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less fewer than all of the Securities of any series, or any Tranche thereof, are to be redeemedredeemed at any time, the particular Trustee shall select the Securities to be redeemed shall be selected by in compliance with the Trustee from requirements of the Outstanding principal national securities exchange, if any, on which the Securities of such series or Tranche are listed or, if the Securities are not previously called for redemptionthen listed on a national securities exchange, on a pro rata basis, by such method as shall be provided for any particular series, or, in the absence of any such provision, lot or by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Trancheappropriate; provided, however, that ifif the Securities are redeemed pursuant to Paragraph 6 of the Securities, the Securities shall be redeemed solely on a pro rata basis or on as indicated in an Officer's Certificatenearly a pro rata basis as is practicable (subject to the procedures of the Depository) unless the securities exchange, if any, on which the Securities are listed requires a different method. If the Securities are listed on any national securities exchange, the Company shall have offered to purchase all or any principal amount notify the Trustee in writing of the Securities then Outstanding requirements of such exchange in respect of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedredemption. The Trustee shall make the selection from the Securities outstanding and not previously called for redemption and shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities Security selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating The Trustee may select for redemption portions (equal to the redemption of Securities shall relate, in the case of $1,000 or any Securities redeemed or to be redeemed only in part, to the portion integral multiple thereof) of the principal amount of such Securities which has been or is that have denominations larger than $2,000. Provisions of this Indenture that apply to be redeemedSecurities called for redemption also apply to portions of Securities called for redemption.

Selection of Securities to be Redeemed. If Unless otherwise specified as contemplated by Section 3.1, if less than all the Securities (including interest coupons, if any) of any series, or any Tranche thereof, a series with the same terms are to be redeemed, the particular Trustee, not more than 60 days prior to the Redemption Date, shall select the Securities of the series to be redeemed shall be selected by the Trustee from the Outstanding Securities of in such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method manner as the Trustee shall deem fair and appropriate appropriate. The Trustee shall make the selection from Securities of the series that are Outstanding and which that have not previously been called for redemption and may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities Securities, including interest coupons, if any, of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities Securities, including interest coupons, if any, of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; providedthat series, however, provided that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any unredeemed portion of the principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and Security shall be in an authorized denomination (which shall not be less than all of such Securities as to which such offer was made shall have been tendered to the Company minimum authorized denomination) for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedSecurity. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected by the Trustee for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Company shall so direct, Securities registered in the name of the Company or any Affiliate or any Subsidiary thereof shall not be included in the Securities selected for redemption. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities (including interest coupons, if any) shall relate, in the case of any Securities (including interest coupons, if any) redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities (including interest coupons, if any) which has been or is to be redeemed. If any Security that is convertible or exchangeable is selected for partial redemption and is converted or exchanged in part before termination of the conversion or exchange right with respect to the portion of the Security so selected, the converted or exchanged portion of such Security shall be deemed (so far as applicable) to be the portion selected for redemption. Securities which have been converted or exchanged during a selection of Securities to be redeemed shall be treated by the Trustee as Outstanding for the purpose of such selection.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall will be selected not more than 60 days prior to the redemption date by the Trustee in compliance with any applicable rules of the principal U.S. securities exchange, if any, on which the Securities are listed or, if the Securities are not listed on a U.S. securities exchange or if there are no applicable rules, on a pro rata basis, by lot or by such other method as such Trustee will deem appropriate; provided that the unredeemed portion of the principal amount of any Security shall be in an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. The Trustee shall make the selection from the Securities that are Outstanding Securities of such series or Tranche that have not previously been called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair redemption and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche the Securities, or any integral multiple of $1,000 in excess thereof) of the principal amount of the Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedSecurities. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Affiliate of the Company or any Subsidiary of the Company thereof shall not be included in the Securities selected for redemption. EXHIBIT 4.35 (continued) For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If Unless otherwise specified as contemplated by Section 3.1, if less than all the Securities (including coupons, if any) of any series, or any Tranche thereof, a series with the same terms are to be redeemed, the particular Trustee, not more than 45 days prior to the Redemption Date, shall select the Securities of the series to be redeemed shall be selected by the Trustee from the Outstanding Securities of in such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method manner as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of a portion of the principal amount of any Security of such series, provided that the unredeemed portion of the principal amount of any Security shall be in an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. The Trustee shall make the selection from Securities of the series that are Outstanding and that have not previously been called for redemption and may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities Securities, including coupons, if 63 any, of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities Securities, including coupons, if any, of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected by the Trustee for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Affiliate of the Company or any Subsidiary of the Company thereof shall not be included in the Securities selected for redemption. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities (including coupons, if any) shall relate, in the case of any Securities (including coupons, if any) redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities (including coupons, if any) which has been or is to be redeemed.

Selection of Securities to be Redeemed. If Unless otherwise specified as contemplated by Section 3.1, if less than all the Securities (including coupons, if any) of any series, or any Tranche thereof, a series with the same terms are to be redeemed, the particular Trustee, not more than 45 days prior to the redemption date, shall select the Securities of the series to be redeemed shall be selected by the Trustee from the Outstanding Securities of in such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method manner as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of a portion of the principal amount of any Security of such series, PROVIDED that the unredeemed portion of the principal amount of any Security shall be in an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. The Trustee shall make the selection from Securities of the series that are Outstanding and that have not previously been called for redemption and may provide for the 105 selection for redemption of portions (equal to the minimum authorized denomination for Securities Securities, including coupons, if any, of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities Securities, including coupons, if any, of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected by the Trustee for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Affiliate or any Subsidiary thereof shall not be included in the Securities selected for redemption. If less than all the Securities of any series with differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities to be redeemed and shall notify the Trustee in writing thereof at least 45 days prior to the relevant redemption date. For all purposes Purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities (including coupons, if any) shall relate, in the case of any Securities (including coupons, if any) redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities (including coupons, if any) which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemedredeemed (unless all the Securities of such series and of a specified tenor are to be redeemed or unless such redemption affects only a single Security), the particular Securities to be redeemed shall be selected by the Trustee , from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method in accordance with the standard procedures of DTC, Euroclear or Clearstream, as shall be provided for any particular seriesapplicable, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) a portion of the principal amount of any Security of such series; provided, that the unredeemed portion of the principal amount of any Security shall be in an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. If less than all the Securities of such series or Tranche and of a specified tenor are to be redeemed (unless such redemption affects only a single Security), the particular Securities to be redeemed shall be selected from the Outstanding Securities of such series and specified tenor not previously called for redemption in accordance with the preceding sentence. For book-entry Securities subject to redemption, any redemption will be administered in compliance with the procedures of DTC, Euroclear or Clearstream, as applicable, or other relevant depositary. The provisions of the preceding paragraph shall not apply with respect to any redemption affecting only a single Security, whether such Security is to be redeemed in whole or in part. In the case of any such redemption in part, the unredeemed portion of the principal amount of the Security shall be in an authorized denomination larger (which shall not be less than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company denomination) for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemedSecurity. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Affiliate or any Subsidiary thereof shall not be included in the Securities selected for redemption.

Selection of Securities to be Redeemed. If less fewer than --------------------------------------- all the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Trustee shall select the Securities to be redeemed in compliance with the requirements of the principal securities exchange, if any, on which such Securities are listed and the requirements of any depositary holding the global certificates representing the Securities, or, if such Securities are not so listed or such exchange prescribes no method of selection and the depositary, if any, holding the global certificates representing the Securities imposes no requirements, on a pro rata basis, by lot or by such other method that the Trustee in its sole discretion shall deem to be fair and appropriate and in accordance with methods generally used at the time of selection by fiduciaries in similar circumstances (and in such manner as complies with applicable legal and exchange requirements). Any such requirements of any such securities exchange not located in the United States shall be selected specified by the Issuers in writing to the Trustee. The Trustee shall make the selection from the Outstanding outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the . The Trustee shall deem fair and appropriate and which may provide for the selection select for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series that have denominations equal to or Tranche of a denomination larger than $1,000. Securities and portions of them the minimum authorized denomination for Trustee selects shall be in amounts of $1,000 or a whole multiple of $1,000. Provisions of this Indenture that apply to Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select called for redemption all or any principal amount also apply to portions of such Securities which have not been so tenderedcalled for redemption. The Trustee shall promptly notify the Company and the Security Registrar in writing Issuers promptly of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption or portions of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If Unless otherwise specified as contemplated by Section 3.1, if less than all the Securities (including interest coupons, if any) of any series, or any Tranche thereof, a series with the same terms are to be redeemed, the particular Trustee, not more than 60 days prior to the Redemption Date, shall select the Securities of the series to be redeemed shall be selected by the Trustee from the Outstanding Securities of in such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method manner as the Trustee shall deem fair and appropriate appropriate. The Trustee shall make the selection from Securities of the series that are Outstanding and which that have not previously been called for redemption and may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities Securities, including interest coupons, if any, of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities Securities, including interest coupons, if any, of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; that series, provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any unredeemed portion of the principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and Security shall be in an authorized denomination (which shall not be less than all of such Securities as to which such offer was made shall have been tendered to the Company minimum authorized denomination) for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedSecurity. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected by the Trustee for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Guarantor, any Affiliate or any Subsidiary of the Company or any Guarantor shall not be included in the Securities selected for redemption. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities (including interest coupons, if any) shall relate, in the case of any Securities (including interest coupons, if any) redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities (including interest coupons, if any) which has been or is to be redeemed. If any Security that is convertible or exchangeable is selected for partial redemption and is converted or exchanged in part before termination of the conversion or exchange right with respect to the portion of the Security so selected, the converted or exchanged portion of such Security shall be deemed (so far as applicable) to be the portion selected for redemption. Securities which have been converted or exchanged during a selection of Securities to be redeemed shall be treated by the Trustee as Outstanding for the purposes of such selection.

Selection of Securities to be Redeemed. If less than all the Securities of any series, or any Tranche thereof, series are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Trancheseries; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, series and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, purchase the Trustee, if so directed by Company Orderorder, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If Unless otherwise specified as contemplated by Section 3.01, if less than all the Securities (including coupons, if any) of any series, or any Tranche thereof, a series with the same terms are to be redeemed, the particular Trustee, not more than 45 days prior to the redemption date, shall select the Securities of the series to be redeemed shall be selected by the Trustee from the Outstanding Securities of in such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method manner as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of a portion of the principal amount of any Security of such series, provided that the unredeemed portion of the principal amount of any Security shall be in an authorized denomination (which shall not be less than the minimum authorized denomination) for such Security. The Trustee shall make the selection from Securities of the series that are Outstanding and that have not previously been called for redemption and may provide for the selection for redemption of 101 portions (equal to the minimum authorized denomination for Securities Securities, including coupons, if any, of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities Securities, including coupons, if any, of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected by the Trustee for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Affiliate or any Subsidiary thereof shall not be included in the Securities selected for redemption. If less than all the Securities of any series with differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities to be redeemed and shall notify the Trustee in writing thereof at least 45 days prior to the relevant redemption date. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities (including coupons, if any) shall relate, in the case of any Securities (including coupons, if any) redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities (including coupons, if any) which has been or is to be redeemed.

Selection of Securities to be Redeemed. If Unless otherwise specified as contemplated by Section 3.1, if less than all the Securities (including interest coupons, if any) of any series, or any Tranche thereof, a series with the same terms are to be redeemed, the particular Trustee, not more than 60 days prior to the Redemption Date, shall select the Securities of the series to be redeemed shall be selected by the Trustee from the Outstanding Securities of in such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method manner as the Trustee shall deem fair and appropriate appropriate. The Trustee shall make the selection from Securities of the series that are Outstanding and which that have not previously been called for redemption and may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities Securities, including interest coupons, if any, of such that series or Tranche or any integral multiple thereof) of the principal amount of Securities Securities, including interest coupons, if any, of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; providedthat series, however, provided that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any unredeemed portion of the principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and Security shall be in an authorized denomination (which shall not be less than all of such Securities as to which such offer was made shall have been tendered to the Company minimum authorized denomination) for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tenderedSecurity. The Trustee shall promptly notify the Company and the Security Registrar in -83- 92 writing of the Securities selected by the Trustee for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. If the Company shall so direct, Securities registered in the name of the Company, any Guarantor, any Affiliate or any Subsidiary of the Company or any Guarantor shall not be included in the Securities selected for redemption. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities (including interest coupons, if any) shall relate, in the case of any Securities (including interest coupons, if any) redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities (including interest coupons, if any) which has been or is to be redeemed. If any Security that is convertible or exchangeable is selected for partial redemption and is converted or exchanged in part before termination of the conversion or exchange right with respect to the portion of the Security so selected, the converted or exchanged portion of such Security shall be deemed (so far as applicable) to be the portion selected for redemption. Securities which have been converted or exchanged during a selection of Securities to be redeemed shall be treated by the Trustee as Outstanding for the purposes of such selection.

Selection of Securities to be Redeemed. If less fewer than all the Securities of any series, or any Tranche thereof, are to be redeemed, the Trustee shall select the particular Securities to be redeemed shall be selected by the Trustee (in principal amounts of $1,000 or integral multiples thereof) from the Outstanding Securities of such series by lot, on a pro rata basis or Tranche not previously called for redemption, by such in accordance with any other method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem considers fair and appropriate and in such manner as complies with any applicable requirements of any exchange on which may provide for the selection for redemption of Securities are listed. Securities and portions (thereof that the Trustee selects shall be in amounts equal to the minimum authorized denomination denominations for Securities to be redeemed or any multiple thereof. If any Security selected for partial redemption is converted in part before termination of the conversion right with respect to the portion of the Security so selected, the converted portion of such series or Tranche or any integral multiple thereof) of Security shall be deemed to be the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination portion selected for Securities of such series or Tranche; redemption (provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all Holder of such Securities Security so converted and deemed redeemed shall not be entitled to any additional interest payment as a result of such deemed redemption other than interest payments to which such offer was made shall Holder would have been tendered entitled to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount receive upon conversion of such Security. Securities which have not been so tenderedconverted during a selection of Securities to be redeemed may be treated by the Trustee as Outstanding for the purpose of such selection. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. If less fewer than all the Securities of any series, or any Tranche thereof, are to be redeemed, the Trustee shall select the particular Securities to be redeemed shall be selected by the Trustee from the Outstanding Securities of such series on a pro rata basis or Tranche not previously called for redemption, by such lot or in accordance with any other method as the Trustee considers fair and appropriate. Securities and portions thereof that the Trustee selects shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (amounts equal to the minimum authorized denomination denominations for Securities to be redeemed or any whole multiple thereof. If any Security selected for partial redemption is converted in part before termination of the conversion right with respect to the portion of the Security so selected, the converted portion of such series or Tranche or any integral multiple thereof) of Security shall be deemed to be the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination portion selected for Securities of such series or Tranche; redemption (provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all Holder of such Security so converted and deemed redeemed shall not be entitled to any additional interest payment as a result of such deemed redemption than such Holder would have otherwise been entitled to receive upon conversion of such Security). Securities as to which such offer was made shall that have been tendered converted during a selection of Securities to be redeemed may be treated by the Company Trustee as Outstanding for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount purpose of such Securities which have not been so tenderedselection. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which that has been or is to be redeemed.

Selection of Securities to be Redeemed. If less than all ---------------------------------------- the Securities of any series, or any Tranche thereof, are to be redeemed, the particular Securities to be redeemed shall be selected by the Trustee from the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of such series or Tranche; provided, --------- however, that if, as indicated in an Officer's Certificate, the Company shall ------- have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities selected for redemption and, in the case of any Securities selected to be redeemed in part, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities shall relate, in the case of any Securities redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities which has been or is to be redeemed.

Selection of Securities to be Redeemed. (a) If less than all of the Securities of any series, or any Tranche thereof, Notes are to be redeemedredeemed at any time pursuant to Section 3.12, the particular Securities Trustee will select Notes for redemption on a pro rata basis unless otherwise required by law, applicable stock exchange requirements (so long as the Trustee has actual knowledge of a listing on such stock exchange) or Depository procedures. (b) No Notes of $2,000 or less shall be redeemed in part. (c) If any Note is to be redeemed shall be selected by in part only, the Trustee from notice of redemption that relates to that Note will state the Outstanding Securities of such series or Tranche not previously called for redemption, by such method as shall be provided for any particular series, or, in the absence of any such provision, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the minimum authorized denomination for Securities of such series or Tranche or any integral multiple thereof) portion of the principal amount of Securities that Note that is to be redeemed. A new Note in principal amount equal to the unredeemed portion of such series the original Note will be issued in the name of the Holder of the Note upon cancellation of the original Note. Subject to the satisfaction (or Tranche waiver) of a denomination larger than any conditions precedent, Notes called for redemption become due on the minimum authorized denomination date fixed for Securities of such series or Tranche; providedredemption. On and after the Redemption Date, however, that if, as indicated in an Officer's Certificate, unless the Company shall have offered to purchase all or any principal amount defaults in the payment of the Securities then Outstanding Redemption Price, interest will cease to accrue on the Notes or portions of any series, or any Tranche thereof, and less than all of such Securities as to which such offer was made shall have been tendered to the Company Notes called for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. redemption. (d) The Trustee shall promptly notify the Company and the Security Registrar in writing of the Securities Notes selected for redemption and, in the case of any Securities Notes selected to be redeemed in partfor partial redemption, the principal amount thereof to be redeemed. . (e) For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities the Notes shall relate, in the case of any Securities of the Notes redeemed or to be redeemed only in part, to the portion of the principal amount of such Securities thereof which has been or is to be redeemed.