Common use of Transfer and Exchange Clause in Contracts

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. When Notes of this Series are presented to the Registrar or a co-registrar with a request to register a transfer or to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or make the exchange as requested if its requirements for such transactions are met. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith. Prior to due presentment of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes of this Series (a) Interests in the Regulation S Global Note and the Restricted Global Note shall be issued in registered form and shall be transferable only upon exchangeable or transferable, as the surrender case may be, for physical delivery of a Note of this Series for registration of transfer and in compliance with Appendix A of Certificated Notes if (i) DTC notifies the Base Indenture. When Notes of this Series are presented Issuer that it is unwilling or unable to the Registrar or a co-registrar with a request to register a transfer or to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or make the exchange continue as requested if its requirements depositary for such transactions are met. To permit registrations Global Note, or DTC ceases to be a “clearing agency” registered under the Exchange Act, and a successor depositary is not appointed by the Issuer within ninety calendar days, or (ii) an Event of transfers Default has occurred and exchangesis continuing with respect to such Notes, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may provided that such transfer or exchange Notes of this Series only is made in accordance with the Indentureprovisions of this Indenture and the Applicable Procedures. Upon receipt of notice by DTC or the Trustee, as the case may be, regarding the occurrence of any transfer or exchangeof the events described in the preceding paragraph, the Registrar Issuer shall use its best efforts to make arrangements with DTC for the exchange of interests in the Global Notes for individual Certificated Notes, and cause the requested individual Certificated Notes to be executed and delivered to the Trustee may require a Holder in sufficient quantities and authenticated by the Trustee for delivery to Holders. In the case of Certificated Notes of this Seriesissued in exchange for the Restricted Global Note, among other things, to furnish appropriate endorsements or transfer documentssuch Certificated Notes shall bear the Securities Act Legend. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but Upon the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith. Prior to due presentment of any Note of this Series for registration of transfer, exchange or replacement of Notes bearing such Securities Act Legend, or upon specific request for removal of the CompanySecurities Act Legend on a Note, the TrusteeIssuer shall deliver only Notes that bear such Securities Act Legend, any agent or shall refuse to remove such Securities Act Legend, as the case may be, unless there is delivered to the Issuer a certificate in the form of Exhibit D or Exhibit F, as the case may be, or such satisfactory evidence as may reasonably be required by the Issuer, which may include an Opinion of Counsel, that neither the Securities Act Legend nor the restrictions on transfer set forth therein are required to ensure compliance with the provisions of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name Securities Act. The Trustee shall exchange a Note of this Series is registered as bearing the absolute owner of Securities Act Legend for a Note not bearing such Note for all purposesSecurities Act Legend only if it has been directed to do so in writing by the Issuer, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether upon which direction it may conclusively rely. (b) On or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice prior to the contrary. Any holder 40th day after the Closing Date, transfers by an owner of a beneficial interest in a the Regulation S Global Note of this Series shall, by acceptance to a transferee who takes delivery of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only interest through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Restricted Global Note shall be required made only in Authorized Denominations in accordance with the Applicable Procedures and upon receipt by the Trustee or Transfer Agent of a written certification from the transferor of the beneficial interest in the form of Exhibit E to be reflected the effect that such transfer is being made to a Person who the transferor reasonably believes is a “qualified institutional buyer” within the meaning of Rule 144A in a book entry. All Notes transaction meeting the requirements of this Series issued upon Rule 144A and in accordance with any transfer or exchange pursuant to the terms applicable securities laws of any state of the Indenture United States or any other jurisdiction. After such 40th day, such certification requirement shall evidence the same debt and shall be entitled no longer apply to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangetransfers.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuers shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuers may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuers shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuers, the TrusteeSubsidiary Guarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuers, the Subsidiary Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base IndentureAppendix. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuer shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, the Guarantors, the Trustee, any agent of the Company or the Trustee, the each Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, any Guarantor, the Trustee, the a Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. (a) The Notes Trustee shall cause to be kept at the office or agency to be maintained by it in accordance with the provisions of Section 7.11 of this Series Agreement a register (the "Register") for the Certificates in which, subject to such reasonable regulations as it may prescribe, the Trustee shall provide for the registration of the Certificates and of transfers and exchanges of the Certificates as herein provided. The Trustee shall initially be the registrar (the "Registrar") for the purpose of registering the Certificates and transfers and exchanges of the Certificates as herein provided. A Certificateholder may transfer a Certificate by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Agreement, including providing a written certificate or other evidence of compliance with any restrictions on transfer. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Certificateholder only upon, final acceptance and registration of the transfer by the Registrar in the Register. Prior to the registration of any transfer by a Certificateholder as provided herein, the Trustee shall treat the person in whose name the Certificate is registered form as the owner thereof for all purposes, and the Trustee shall not be affected by notice to the contrary. Furthermore, DTC shall, by acceptance of a Global Certificate, agree that transfers of beneficial interests in such Global Certificate may be effected only through a book-entry system maintained by DTC (or its agent), and that ownership of a beneficial interest in the Certificate shall be transferable only upon the surrender of required to be reflected in a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenturebook entry. When Notes of this Series Certificates are presented to the Registrar or a co-registrar with a request to register a the transfer or to exchange them for an equal principal face amount of Notes of this Series Certificates of other authorized denominations, the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are met. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only exchanges in accordance with the Indenture. Upon any transfer or exchangeterms, conditions and restrictions hereof, the Registrar Trustee shall execute and authenticate Certificates at the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documentsRegistrar's request. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)of the Certificates, but the Company Trustee may require payment by the transferor of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith. Prior to due presentment of therewith (other than any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company such transfer taxes or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued similar governmental charges payable upon any transfer or exchange exchanges pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer Section 3.11 or exchange9.07).

Transfer and Exchange. The Notes Trustee shall cause to be kept at the office or agency to be maintained by it in accordance with the provisions of Section 7.12 of this Series Agreement a register (the "Register") for the Certificates in which, subject to such reasonable regulations as it may prescribe, the Trustee shall provide for the registration of the Certificates and of transfers and exchanges of the Certificates as herein provided. The Trustee shall initially be the registrar (the "Registrar") for the purpose of registering the Certificates and transfers and exchanges of the Certificates as herein provided. A Certificateholder may transfer or exchange a Certificate by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Agreement, including providing a written certificate or other evidence of compliance with any restrictions on transfer; provided that no exchanges of Initial Certificates for Exchange Certificates shall occur until an Exchange Offer Registration Statement shall have been declared effective by the SEC (notice of which shall be issued in registered form and provided to the Trustee by the Company). No such transfer shall be transferable only upon effected until, and such transferee shall succeed to the surrender rights of a Note of this Series for Certificateholder only upon, final acceptance and registration of the transfer by the Registrar in the Register. Prior to the registration of any transfer by a Certificateholder as provided herein, the Trustee shall treat the person in whose name the Certificate is registered as the owner thereof for all purposes, and the Trustee shall not be affected by notice to the contrary. Furthermore, DTC shall, by acceptance of a Global Certificate, agree that transfers of beneficial interests in compliance with Appendix A such Global Certificate may be effected only through a book-entry system maintained by the Depositary (or its agent), and that ownership of a beneficial interest in the Base IndentureCertificate shall be required to be reflected in a book entry. When Notes of this Series Certificates are presented to the Registrar or a co-registrar with a request to register a the transfer or to exchange them for an equal principal face amount of Notes of this Series Certificates of other authorized denominations, the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are met. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only exchanges in accordance with the Indenture. Upon any transfer or exchangeterms, conditions and restrictions hereof, the Registrar Trustee shall execute and authenticate Certificates at the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documentsRegistrar's request. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)of the Certificates, but the Company Trustee may require payment by the transferor of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith. Prior to due presentment of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base IndentureAppendix. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.07. The Issuer shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, the TrusteeGuarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, any Guarantor, the Trustee, the a Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes are issuable only in registered form. A Holder may transfer a Note by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon, registration of the transfer by the Registrar in the Note Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee and any agent of the Company shall treat the person in whose name the Note is registered form and as the owner thereof for all purposes whether or not the Note shall be transferable only upon overdue, and neither the surrender Company, the Trustee nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of this Series for registration such Global Note, agree that transfers of transfer beneficial interests in such Global Note may be effected only through a book-entry system maintained by the Depositary (or its agent), and that ownership of a beneficial interest in compliance with Appendix A of the Base IndentureNote shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series other authorized denominations (including an exchange of other denominationsNotes for Exchange Notes), the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are met; provided that no exchanges of Notes for Exchange Notes shall occur until a Registration Statement shall have been declared effective by the Commission and that any Notes that are exchanged for Exchange Notes shall be cancelled by the Trustee. To permit registrations of transfers and exchangesexchanges in accordance with the terms, conditions and restrictions hereof, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made to any Holder for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon transfers, exchanges or redemptions pursuant to Section 2.11, 3.08. Prior 4.11, 4.12 or 9.04). The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 or Section 3.09 and ending at the close of business on the day of such mailing or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuer shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, the TrusteeParent Guarantor, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, the Parent Guarantor, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. (a) The Notes Trustee shall cause to be kept at the office or agency to be maintained by it in accordance with the provisions of Section 7.11 of this Series Agreement a register (the "Register") for the Certificates in which, subject to such reasonable regulations as it may prescribe, the Trustee shall provide for the registration of the Certificates and of transfers and exchanges of the Certificates as herein provided. The Trustee shall initially be the registrar (the "Registrar") for the purpose of registering the Certificates and transfers and exchanges of the Certificates as herein provided. A Certificateholder may transfer a Certificate by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Agreement, including providing a written certificate or other evidence of compliance with any restrictions on transfer. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Certificateholder only upon, final acceptance and registration of the transfer by the Registrar in the Register. Prior to the registration of any transfer by a Certificateholder as provided herein, the Trustee shall treat the person in whose name the Certificate is registered form as the owner thereof for all purposes, and the Trustee shall not be affected by notice to the contrary. Furthermore, the Depositary shall, by acceptance of a Global Certificate, agree that transfers of beneficial interests in such Global Certificate may be effected only through a book-entry system maintained by the Depositary (or its agent), and that ownership of a beneficial interest in the Certificate shall be transferable only upon the surrender of required to be reflected in a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenturebook entry. When Notes of this Series Certificates are presented to the Registrar or a co-registrar with a request to register a the transfer or to exchange them for an equal principal face amount of Notes of this Series Certificates of other authorized denominations, the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are met. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only exchanges in accordance with the Indenture. Upon any transfer or exchangeterms, conditions and restrictions hereof, the Registrar Trustee shall execute and authenticate Certificates at the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documentsRegistrar's request. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)of the Certificates, but the Company Trustee may require payment by the transferor of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith. Prior to due presentment of therewith (other than any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company such transfer taxes or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued similar governmental charges payable upon any transfer or exchange exchanges pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer Section 3.11 or exchange9.07).

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements (including, among other things, the furnishing of appropriate endorsements and transfer documents) therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the The Company may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Company shall not be required to make, and the Registrar need not register, transfers or exchanges of any Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before the mailing of a notice of redemption of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the Company, the TrusteeGuarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the Company, the Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository.

Transfer and Exchange. The Notes are issuable only in registered form. A Holder may transfer a Note only by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the transfer by the Registrar in the Security Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee, and any agent of the Company shall treat the person in whose name the Note is registered form and as the owner thereof for all purposes whether or not the Note shall be transferable only upon overdue, and neither the surrender Company, the Trustee, nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of this Series for registration such Global Note, agree that transfers of transfer beneficial interests in such Global Note may be effected only through a book entry system maintained by the Holder of such Global Note (or its agent) and that ownership of a beneficial interest in compliance with Appendix A of the Base IndentureNote shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series other authorized denominations (including an exchange of other denominationsNotes for Exchange Notes), the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are metmet (including that such Notes are duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Trustee and Registrar duly executed by the Holder thereof or by an attorney who is authorized in writing to act on behalf of the Holder); provided that no exchanges of Notes for Exchange Notes shall occur until a Registration Statement shall have been declared effective by the Commission and that any Notes that are exchanged for Exchange Notes shall be cancelled by the Trustee. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s 's request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to Section 2.11, 3.08 or 9.04). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The Senior Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Senior Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Senior Note is presented to the Registrar or a co-registrar with a request to register a transfer or to exchange them for an equal principal amount of Notes of this Series of other denominationstransfer, the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions therefor are met. To permit registrations registration of transfers and exchanges, the Company Issuers shall execute and the Trustee shall authenticate Senior Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuers may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.07. The Issuers shall not be required to make, and the Registrar need not register, transfers or exchanges of Senior Notes selected for redemption (except, in connection therewiththe case of Senior Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Senior Notes for a period of 15 days before a selection of Senior Notes to be redeemed. Prior to due presentment registration of transfer of any Note of this Series for registration of transferSenior Note, the CompanyIssuers, the TrusteeSenior Note Guarantors, any agent of the Company or the Trustee, the Paying Agents, the Transfer Agent and the Registrar may deem and treat the Person in whose name a Senior Note of this Series is registered as the absolute owner of such Senior Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Senior Note and for all other purposes whatsoever, whether or not such Senior Note be is overdue, and none of the CompanyIssuers, any Senior Note Guarantor, the Trustee, the Paying Agents, the Transfer Agent or the Registrar shall be affected by notice to the contrary. Any holder Holder of a beneficial interest in a Global Note of this Series Security shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note Security may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note Security (or its agent) or (b) any holder Holder of a beneficial interest in such Global NoteSecurity, and that ownership of a beneficial interest in such Global Note Security shall be required to be reflected in a book book-entry. All Senior Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Senior Notes Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Senior Notes Indenture as such the Senior Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuers shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuers may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuers shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuers, the TrusteeSubsidiary Guarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuers, the Subsidiary Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. (a) The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series the same series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuers shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuers may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.07. The Issuers shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewith. the case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. (b) Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuers, the Guarantors, the Trustee, any agent of the Company or the Trustee, the each Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuers, any Guarantor, the Trustee, the a Paying Agent or the Registrar shall be affected by notice to the contrary. . (c) Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. . (d) All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuers shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuers may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuers shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the Company, the TrusteeCo-Issuer, any agent of the Company or Subsidiary Guarantors, the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the Company, the Co-Issuer, the Subsidiary Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuer shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, the TrusteeGuarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, the Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base IndentureAppendix. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series the same type of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the The Company may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Company shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Notes, the Company, the TrusteeNote Guarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the Company, any Note Guarantor, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes are issuable only in registered form. A Holder may transfer a Note by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the transfer by the Registrar in the Note Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Guarantors, the Trustee, and any agent of the Company, the Guarantors or the Trustee shall treat the person in whose name the Note is registered form and as the owner thereof for all purposes whether or not the Note shall be transferable only upon overdue, and neither the surrender Company, the Trustee, nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of this Series such Global Note, agree that transfers of beneficial interests in such Global Note may be effected only through a book entry system maintained by the Registrar for registration such Global Note (or its agent) and that ownership of transfer and a beneficial interest in compliance with Appendix A of the Base IndentureNote shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series other authorized denominations (including an exchange of other denominationsNotes for Exchange Notes), the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are met; provided, that no exchanges of Notes for Exchange Notes shall occur until a Registration Statement shall have been declared effective by the Commission (confirmed in an Officers' Certificate delivered to the Trustee) and that any Notes that are exchanged for Exchange Notes shall be cancelled by the Trustee. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s 's request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to Section 2.11, 3.08 or 9.04). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The Notes A Holder may transfer a Note only by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for Indenture. No such registration of transfer shall be effected until, and in compliance with Appendix A such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the Base Indenturetransfer by the Registrar in the Security Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee, and any agent of the Company shall treat the person in whose name the Note is registered as the owner thereof for all purposes whether or not the Note shall be overdue, and neither the Company, the Trustee, nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of such Global Note, agree that transfers of beneficial interests in such Global Note may be effected only through a book entry system maintained by the Holder of such Global Note (or its agent) and that ownership of a beneficial interest in the Note shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series of other authorized denominations, the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions transaction are metmet (including that such Notes are duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Trustee and Registrar duly executed by the Holder thereof or by an attorney who is authorized in writing to act on behalf of the Holder). To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to Section 2.11, 3.08 or 9.04). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base IndentureAppendix. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s 's request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuer shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, the Guarantors, the Trustee, any agent of the Company or the Trustee, the each Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, any Guarantor, the Trustee, the a Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes (a) Subject to Section 2.16, when a Senior Note is presented to the Registrar with a request to register the transfer thereof, the Registrar shall register the transfer as requested if the requirements of applicable law and of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. When Indenture are met and, when Senior Notes of this Series are presented to the Registrar or a co-registrar with a request to register a transfer or to exchange them for an equal principal amount of Senior Notes of this Series of other authorized denominations, the Registrar will register the transfer or shall make the exchange as requested if its requirements requested, provided that every Senior Note presented or surrendered for such transactions are metregistration of transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer in form satisfactory to the Company and the Registrar duly executed by the Holder thereof or his attorney, duly authorized in writing. To permit registrations registration of transfers and exchanges, upon surrender of any Senior Note for registration of transfer at the office or agency maintained pursuant to Section 2.3 hereof, the Company shall issue and execute and the Trustee shall authenticate Senior Notes of this Series at the Registrar’s 's request. A Holder of Notes of this Series may transfer or Any exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No shall be without any service charge shall be made for any registration of transfer or exchange (to the Noteholder, except as otherwise expressly permitted herein), but that the Company may require payment by the Noteholder of a sum sufficient to cover any transfer tax or similar the governmental charge payable that may be imposed in connection therewithrelation to a transfer or exchange, but this provision shall not apply to any exchange pursuant to this Indenture. Prior The Trustee shall not be required to due presentment register transfers of Senior Notes or to exchange Senior Notes for a period of 15 days before selection of any Senior Notes to be redeemed. The Trustee shall not be required to exchange or register transfers of any Senior Notes called or being called for redemption in whole or in part, except the unredeemed portion of any Senior Note being redeemed in part. All Senior Notes issued upon any transfer or exchange pursuant to the terms of this Series for registration of transfer, Indenture will evidence the Company, same debt and will be entitled to the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of same benefits under this Series is registered Indenture as the absolute owner Senior Notes surrendered upon such transfer or exchange. (b) Any Holder of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interestGlobal Note, agree that transfers of the beneficial interests in such Global Note may be effected only through a book-book entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note), and that ownership of a beneficial interest in such the Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon . (c) Except as expressly provided herein, neither the Trustee nor the Registrar shall have any transfer duty to monitor the Company's compliance with or exchange pursuant have any responsibility with respect to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer Company's compliance with any federal or exchangestate securities laws.

Transfer and Exchange. The (a) Global Euro Notes of this Series shall be exchanged by the Company for one or more Euro Notes in definitive, fully registered certificated form, without coupons (the “Certificated Euro Notes”) if (i) the Common Depositary notifies the Company that it is unwilling, unable or no longer qualified to continue as common depositary for the Global Euro Notes and the Company fails to appoint a successor common depositary within 90 calendar days; (ii) the Company, at its option, notifies the Trustee in writing that it elects to cause the issuance of Certificated Euro Notes; or (iii) there has occurred and is continuing an Event of Default with respect to the Euro Notes. Whenever a Global Euro Note is exchanged for one or more Certificated Euro Notes, it shall be surrendered by the Holder of such Note thereof to the Trustee and cancelled by the Trustee. All Certificated Euro Notes issued in registered form and exchange for a Global Euro Note, a beneficial interest therein or a portion thereof shall be transferable only upon registered in the surrender of a Note of this Series for registration of transfer names, and issued in compliance with Appendix A any approved denominations, requested by or on behalf of the Base Indenture. When Notes of this Series are presented to the Registrar or a co-registrar with a request to register a transfer or to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or make the exchange as requested if its requirements for such transactions are met. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only Common Depositary (in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a its customary procedures). (b) Any Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith. Prior to due presentment of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Euro Note of this Series shall, by acceptance of such beneficial interestGlobal Euro Note, agree that transfers of beneficial interests in such Global Euro Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note Holder (or its agent) or (b) any holder of a beneficial interest in such Global Note), and that that, subject to Section 2.01(a), ownership of a beneficial interest in such Global Note the Euro Notes represented thereby shall be required to be reflected in book-entry form. Transfers of a book entry. All Notes of this Series issued upon any transfer or exchange pursuant Global Euro Note shall be limited to transfers in whole and not in part, to the terms Common Depositary, its successors and their respective nominees. Interests of beneficial owners in a Global Euro Note shall be transferred in accordance with the rules and procedures of Euroclear and Clearstream (or their respective successors). (c) Payments (including principal, premium or Redemption Price, if any, and interest) and transfers with respect to Certificated Euro Notes shall executed at the office or agency maintained for such purpose in London (initially the Corporate Trust Office of the Indenture shall evidence Paying Agent) or, at the same debt Company’s option, by check mailed to the Holders of such Certificated Euro Notes at the respective addresses set forth in the Security Register, provided that all payments (including principal, premium or redemption price, if any, and interest) on Certificated Euro Notes, for which the Holders thereof have given wire transfer instructions, shall be entitled required to be made by wire transfer of immediately available funds to the same benefits under accounts specified by the Indenture as such Notes surrendered upon such transfer Holders thereof. No service charge shall be made for any registration of transfer, other than payment of a sum sufficient to cover any tax or exchangegovernmental charge, if any, payable in connection with that registration.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuers shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuers may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuers shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or transfer or exchanges of any Notes for a period of 15 days before a selection of Notes to be redeemed or between a Record Date and the related Interest Payment Date. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuers, the TrusteeSubsidiary Guarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuers, the Subsidiary Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository.

Transfer and Exchange. (a) The Notes Trustee shall cause to be kept at the office or agency to be maintained by it in accordance with the provisions of Section 7.11 of this Series Agreement a register (the "Register") for the Certificates in which, subject to such reasonable regulations as it may prescribe, the Trustee shall provide for the registration of the Certificates and of transfers and exchanges of the Certificates as herein provided. The Trustee shall initially be the registrar (the "Registrar") for the purpose of registering the Certificates and transfers and exchanges of the Certificates as herein provided. A Certificateholder may transfer a Certificate by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Agreement, including providing a written certificate or other evidence of compliance with any restrictions on transfer, in form satisfactory to the Trustee and the Registrar; provided that no exchange of Initial Certificates for Exchange Certificates shall occur until an Exchange Offer Registration Statement shall have been declared effective by the SEC (notice of which shall be issued in registered form and provided to the Trustee by the Company). No such transfer shall be transferable only upon effected until, and such transferee shall succeed to the surrender rights of a Note of this Series for Certificateholder only upon, final acceptance and registration of the transfer by the Registrar in the Register. Prior to the registration of any transfer by a Certificateholder as provided herein, the Trustee shall treat the person in whose name the Certificate is registered as the owner thereof for all purposes, and the Trustee shall not be affected by notice to the contrary. Furthermore, DTC shall, by acceptance of a Global Certificate, agree that transfers of beneficial interests in compliance with Appendix A such Global Certificate may be effected only through a book-entry system maintained by DTC (or its agent), and that ownership of a beneficial interest in the Base IndentureCertificate shall be required to be reflected in a book entry. When Notes of this Series Certificates are presented to the Registrar or a co-registrar with a request to register a the transfer thereof or to exchange them for an equal principal face amount of Notes of this Series Certificates of other authorized denominations, the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are met. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only exchanges in accordance with the Indenture. Upon any transfer or exchangeterms, conditions and restrictions hereof, the Registrar Trustee shall execute and authenticate Certificates at the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documentsRegistrar's request. No service charge shall be made to a Certificateholder for any registration of transfer or exchange (except as otherwise expressly permitted herein)of the Certificates, but the Company may Trustee shall require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith. Prior to due presentment of any Note of this Series All Certificates surrendered for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to canceled and subsequently destroyed by the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangeTrustee.

Transfer and Exchange. The Notes Trustee shall cause to be kept at the office or agency to be maintained by it in accordance with the provisions of Section 7.11 of this Series Agreement a register (the "Register") for the Certificates in which, subject to such reasonable regulations as it may prescribe, the Trustee shall provide for the registration of the Certificates and of transfers and exchanges of the Certificates as herein provided. The Trustee shall initially be the registrar (the "Registrar") for the purpose of registering the Certificates and transfers and exchanges of the Certificates as herein provided. A Certificateholder may transfer a Certificate by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Agreement, including providing a written certificate or other evidence of compliance with any restrictions on transfer. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Certificateholder only upon, final acceptance and registration of the transfer by the Registrar in the Register. Prior to the registration of any transfer by a Certificateholder as provided herein, the Trustee shall treat the person in whose name the Certificate is registered form as the owner thereof for all purposes, and the Trustee shall not be affected by notice to the contrary. Furthermore, DTC shall, by acceptance of a Global Certificate, agree that transfers of beneficial interests in such Global Certificate may be effected only through a book-entry system maintained by DTC (or its agent), and that ownership of a beneficial interest in the Certificate shall be transferable only upon the surrender of required to be reflected in a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenturebook entry. When Notes of this Series Certificates are presented to the Registrar or a co-registrar with a request to register a the transfer or to exchange them for an equal principal face amount of Notes of this Series Certificates of other authorized denominations, the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are met. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only exchanges in accordance with the Indenture. Upon any transfer or exchangeterms, conditions and restrictions hereof, the Registrar Trustee shall execute and authenticate Certificates at the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documentsRegistrar's request. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)of the Certificates, but the Company Trustee may require payment by the transferor of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith. Prior to due presentment of therewith (other than any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company such transfer taxes or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued similar governmental charges payable upon any transfer or exchange exchanges pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer Section 3.11 or exchange9.07).

Transfer and Exchange. The Notes are issuable only in --------------------- registered form. A Holder may transfer a Note only by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the transfer by the Registrar in the Security Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee, and any agent of the Company shall treat the person in whose name the Note is registered form and as the owner thereof for all purposes whether or not the Note shall be transferable only upon overdue, and neither the surrender Company, the Trustee, nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of this Series for registration such Global Note, agree that transfers of transfer beneficial interests in such Global Note may be effected only through a book entry system maintained by the Holder of such Global Note (or its agent) and that ownership of a beneficial interest in compliance with Appendix A of the Base IndentureNote shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series other authorized denominations (including an exchange of other denominationsNotes for Exchange Notes), the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are metmet (including that such Notes are duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Trustee and Registrar duly executed by the Holder thereof or by an attorney who is authorized in writing to act on behalf of the Holder); provided that no exchanges of Notes for Exchange Notes shall occur until a Registration Statement shall have been declared effective by the Commission and that any Notes that are exchanged for Exchange Notes shall be cancelled by the Trustee. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s 's request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to Section 2.11, 3.08 or 9.04). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A A. When a Note of the Base Indenture. When Notes of this Series are any series is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes of any series are presented to the Registrar with a written request to exchange them for an equal principal amount of Notes of this Series the same series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuers shall execute and the Trustee or an authentication agent shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuers may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuers are not required to register the transfer or exchange of any Notes (i) for a period of 15 days prior to any date fixed for the redemption of any Notes, (ii) for a period of 15 days immediately prior to the date fixed for selection of Notes to be redeemed in part or (iii) which the Holder has tendered (and not withdrawn) for repurchase in connection therewithwith a Change of Control Triggering Event. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuers, the Trustee, any agent of the Company or the Trustee, the Paying Agent Agent, and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any (subject to Section 2 of the Notes) interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the Companyno Issuer, the Trustee, the Paying Agent Agent, or the Registrar shall be affected by notice to the contrary. Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interestGlobal Note, agree that transfers of beneficial interests interest in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. (a) The Notes are issuable only in registered form. A Holder may transfer a Note only by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the transfer by the Registrar in the Note Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee, and any agent of the Company shall treat the Person in whose name the Note is registered form and as the owner thereof for all purposes whether or not the Note shall be transferable only upon overdue, and neither the surrender Company, the Trustee, nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of this Series for registration such Global Note, agree that transfers of transfer beneficial interests in such Global Note may be effected only through a book entry system maintained by the Holder of such Global Note (or its agent) and that ownership of a beneficial interest in compliance with Appendix A of the Base Indenture. Note shall be required to be reflected in a book entry. (b) When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series of other authorized denominations, the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are met. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s 's request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to Section 3.7 or 8.5 hereof). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a written request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuers shall execute and the Trustee or an authentication agent shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuers may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuers are not required to register the transfer or exchange of any Notes (i) for a period of 15 days prior to any date fixed for the redemption of any Notes, (ii) for a period of 15 days immediately prior to the date fixed for selection of Notes to be redeemed in part or (iii) which the Holder has tendered (and not withdrawn) for repurchase in connection therewithwith a Change of Control Triggering Event. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuers, the Trustee, any agent of the Company or the Trustee, the Paying Agent Agent, and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any (subject to Section 2 of the Notes) interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the Companyeither Issuer, the Trustee, the Paying Agent Agent, or the Registrar shall be affected by notice to the contrary. Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interestGlobal Note, agree that transfers of beneficial interests interest in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base IndentureAppendix. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the The Company may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.06. The Company shall not be required to make and the Registrar need not register transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or any Notes for a period of 15 days before the mailing of a notice of redemption of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the Company, the TrusteeGuarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any (subject to paragraph 2 of the Notes) interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the Company, the TrusteeGuarantors, the Paying Agent Agent, the Trustee or the Registrar shall be affected by notice to the contrary. Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interestGlobal Note, agree that transfers of beneficial interests interest in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes are issuable only in registered form. A Holder may transfer a Note by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon registration of the transfer by the Registrar in the Note Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee, and any agent of the Company or the Trustee shall treat the Person in whose name the Note is registered form and as the owner thereof for all purposes whether or not the Note shall be transferable only upon overdue, and neither the surrender Company, the Trustee, nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of this Series for registration such Global Note, agree that transfers of transfer beneficial interests in such Global Note may be effected only through a book-entry system maintained by the Depository (or its agent), and that ownership of a beneficial interest in compliance with Appendix A of the Base IndentureNote shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series other authorized denominations (including an exchange of other denominationsNotes for Exchange Notes), the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are met; provided that no exchanges of Notes for Exchange Notes shall occur until a Registration Statement shall have been declared effective by the Commission and that any Notes that are exchanged for Exchange Notes shall be cancelled by the Trustee. To permit registrations of transfers and exchangesexchanges in accordance with the terms, conditions and restrictions hereof, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s 's request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made to any Holder for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon transfers, exchanges or redemptions pursuant to Section 2.11, 3.08, 4.11, 4.12 or 9.04). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 or Section 3.08 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The Notes are issuable only in registered form. A Holder may transfer a Note only by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the transfer by the Registrar in the Security Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee, and any agent of the Company shall treat the person in whose name the Note is registered form and as the owner thereof for all purposes whether or not the Note shall be transferable only upon overdue, and neither the surrender Company, the Trustee, nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of this Series for registration such Global Note, agree that transfers of transfer beneficial interests in such Global Note may be effected only through a book entry system maintained by the Holder of such Global Note (or its agent) and that ownership of a beneficial interest in compliance with Appendix A of the Base IndentureNote shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series other authorized denominations (including an exchange of other denominationsNotes for Exchange Notes), the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are metmet (including that such Notes are duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Trustee and Registrar duly executed by the Holder thereof or by an attorney who is authorized in writing to act on behalf of the Holder); provided that no exchanges of Notes for Exchange Notes shall occur until a Registration Statement shall have been declared effective by the Commission and that any Notes that are exchanged for Exchange Notes shall be canceled by the Trustee. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s 's request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to Section 2.11, 3.08 or 9.04). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The Notes A Holder may transfer a Note only by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for Indenture. No such registration of transfer shall be effected until, and in compliance with Appendix A such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the Base Indenturetransfer by the Registrar in the Security Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee, and any agent of the Company shall treat the person in whose name the Note is registered as the owner thereof for all purposes whether or not the Note shall be overdue, and neither the Company, the Trustee, nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of such Global Note, agree that transfers of beneficial interests in such Global Note may be effected only through a book entry system maintained by the Holder of such Global Note (or its agent) and that ownership of a beneficial interest in the Note shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series other authorized denominations (including an exchange of other denominationsNotes for Exchange Notes), the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are metmet (including that such Notes are duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Trustee and Registrar duly executed by the Holder thereof or by an attorney who is authorized in writing to act on behalf of the Holder); provided that no exchanges of Notes for Exchange Notes shall occur until a Registration Statement shall have been declared effective by the Commission and that any Notes that are exchanged for Exchange Notes shall be cancelled by the Trustee. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to Section 2.11, 3.08 or 9.04). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The Notes are issuable only in registered form. A Holder may transfer a Note only by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the transfer by the Registrar in the Security Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee, and any agent of the Company shall treat the person in whose name the Note is registered form and as the owner thereof for all purposes whether or not the Note shall be transferable only upon overdue, and neither the surrender Company, the Trustee, nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of this Series for registration such Global Note, agree that transfers of transfer beneficial interests in such Global Note may be effected only through a book entry system maintained by the Holder of such Global Note (or its agent) and that ownership of a beneficial interest in compliance with Appendix A of the Base IndentureNote shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series other authorized denominations (including an exchange of other denominationsNotes for Exchange Notes), the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are metmet (including that such Notes are duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Trustee and Registrar duly executed by the Holder thereof or by an attorney who is authorized in writing to act on behalf of the Holder); provided that no exchanges of Notes for Exchange Notes shall occur until a Registration Statement shall have been declared effective by the Commission and that any Notes that are exchanged for Exchange Notes shall be cancelled by the Trustee. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to Section 2.11, 3.08 or 9.04). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuer shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, the TrusteeSubsidiary Guarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, the Subsidiary Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository.

Transfer and Exchange. (a) The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series the same series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.07. The Issuer shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewith. the case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. (b) Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, the Guarantors, the Trustee, any agent of the Company or the Trustee, the each Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, any Guarantor, the Trustee, the a Paying Agent or the Registrar shall be affected by notice to the contrary. . (c) Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. . (d) All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes are issuable only in registered form. A Holder may transfer a Note only by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the transfer by the Registrar in the Security Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee, and any agent of the Company shall treat the person in whose name the Note is registered form and as the owner thereof for all purposes whether or not the Note shall be transferable only upon overdue, and neither the surrender Company, the Trustee, nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of this Series for registration such Global Note, agree that transfers of transfer beneficial interests in such Global Note may be effected only through a book entry system maintained by the Holder of such Global Note (or its agent) and that ownership of a beneficial interest in compliance with Appendix A of the Base IndentureNote shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series other authorized denominations (including an exchange of other denominationsNotes for Exchange Notes), the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are metmet (including that such Notes are duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Trustee and Registrar duly executed by the Holder thereof or by an attorney who is authorized in writing to act on behalf of the Holder); PROVIDED that no exchanges of Notes for Exchange Notes shall occur until a Registration Statement shall have been declared effective by the Commission and that any Notes that are exchanged for Exchange Notes shall be cancelled by the Trustee. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s 's request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes of any series, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to SECTION 2.11, 3.08 or 9.04). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note of any series during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes of such series selected for redemption under SECTION 3.03 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements (including, among other things, the furnishing of appropriate endorsements and transfer documents) therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the The Company may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.07. The Company shall not be required to make, and the Registrar need not register, transfers or exchanges of any Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before the sending of a notice of redemption of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the Company, the TrusteeGuarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the Company, the Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among DTC participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by DTC.

Transfer and Exchange. (a) The Notes of this Series shall be issued in fully registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series the same series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.07. The Issuer shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewith. the case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. (b) Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, the Guarantors, the Trustee, any agent of the Company or the Trustee, the each Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, any Guarantor, the Trustee, the a Paying Agent or the Registrar shall be affected by notice to the contrary. . (c) Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. . (d) All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements (including, among other things, the furnishing of appropriate endorsements and transfer documents) therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuer shall not be required to make, and the Registrar need not register, transfers or exchanges of any Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of fifteen (15) days before the mailing of a notice of redemption of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, the TrusteeGuarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, the Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository. The transferor shall also provide or cause to be provided to the Trustee all information reasonably necessary to allow the Trustee to comply with any applicable tax reporting obligations, including without limitation, any cost basis reporting obligations under the Code. The Trustee may rely on any such information provided to it and shall have no responsibility to verify or ensure the accuracy of such information.

Transfer and Exchange. (a) The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series the same series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable in connection therewith. exchange pursuant to this Section 2.07. (b) Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, the Guarantors, the Trustee, any agent of the Company or the Trustee, the each Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal ofof (premium, if any) and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, any Guarantor, the Trustee, the a Paying Agent or the Registrar shall be affected by notice to the contrary. . (c) Any holder Holder of a beneficial interest in a Global Note of this Series shallNote, by acceptance of such beneficial interest, agree agrees that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. . (d) All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. (a) The Corporation shall cause to be kept, at the office or agency maintained for the purpose of registration of transfer and for exchange, as provided in Section 3.02, the Note Register in which, subject to such reasonable regulations as it may prescribe, the Corporation shall provide for the registration and transfer of all Notes of each series as provided in this Series Article II. The Note Register shall be issued in registered written form or in any other form capable of being converted into written form within a reasonable time. Notes of any series to be exchanged may be surrendered at the Principal Office of the Trustee or at any office or agency to be maintained by the Corporation for such purpose as provided in Section 3.02, and the Corporation shall execute, the Corporation or the Trustee shall register and the Trustee or the Authenticating Agent shall authenticate and make available for delivery in exchange therefor, the Note or Notes of such series which the Noteholder making the exchange shall be transferable only upon the surrender entitled to receive. Upon due presentment for registration of transfer of a Note of this Series any series at the Principal Office of the Trustee or at any office or agency of the Corporation maintained for such purpose as provided in Section 3.02, the Corporation shall execute, the Corporation or the Trustee shall register and the Trustee or the Authenticating Agent shall authenticate and make available for delivery in the name of the transferee or transferees, a new Note of such series for a like aggregate principal amount. Registration or registration of transfer of a Note of any series by the Trustee or by any agent of the Corporation appointed pursuant to Section 3.02, and delivery of such Note, shall be deemed to complete the registration or registration of transfer of such Note. All Notes of any series presented for registration of transfer and or for exchange or payment shall (if so required by the Corporation or the Trustee or the Authenticating Agent) be duly endorsed by, or be accompanied by, a written instrument or instruments of transfer in compliance with Appendix A of the Base Indenture. When Notes of this Series are presented form satisfactory to the Registrar Corporation and either the Trustee or a co-registrar with a request to register a transfer or to exchange them for an equal principal amount of Notes of this Series of other denominationsthe Authenticating Agent duly executed by, the Registrar will register the transfer holder or make the exchange as requested if its requirements for such transactions are met. holder’s attorney duly authorized in writing. (b) To permit registrations of transfers and exchanges, the Company Corporation shall execute and the Trustee Trustee, upon receipt of a Corporation Order to do so, shall authenticate and deliver Definitive Notes of this Series and Global Notes at the Registrar’s requestwritten request of the Registrar for a series of Notes. A Holder All Definitive Notes and Global Notes issued upon any registration of Notes of this Series may transfer or exchange of Definitive Notes or Global Notes shall be the valid obligations of the Corporation, evidencing the same debt, the same series and entitled to the same benefits under this Series only in accordance with Indenture, as the Indenture. Upon any Definitive Notes or Global Notes surrendered upon such registration of transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any exchange or registration of transfer or exchange (except as otherwise expressly permitted herein)of Notes, but the Company Corporation or the Trustee may require payment of a sum sufficient to cover any transfer tax tax, fee or similar other governmental charge payable that may be imposed in connection therewiththerewith other than exchanges pursuant to Section 2.10 or 9.03 not involving any transfer. Prior to due presentment for the registration of a transfer of any Note of this Series for registration of transfer, the CompanyNote, the Trustee, the Corporation and any agent of the Company Trustee or the Trustee, the Paying Agent and the Registrar Corporation may deem and treat the Person in whose name a such Note of this Series is registered as the absolute owner and holder of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interestpremium, if any, and interest on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent Corporation or any agents of the Trustee or the Registrar Corporation shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes Securities of each series are issuable only in registered form. A Holder may transfer a Security only by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the transfer by the Registrar in the Security Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee and any agent of the Company shall treat the Person in whose name the Security is registered form and as the owner thereof for all purposes whether or not the Security shall be transferable only upon overdue, and none of the surrender Company, the Trustee or any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Note Global Security shall, by acceptance of this Series for registration such Global Security, agree that transfers of transfer beneficial interests in such Global Security may be effected only through a book-entry system maintained by the Holder of such Global Security (or its agent) and that ownership of a beneficial interest in compliance with Appendix A of the Base IndentureGlobal Security shall be required to be reflected in a book entry. When Notes Securities of this Series any series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes Securities of this Series the same series of other authorized denominations, the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are metmet (including that such Securities are duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Trustee and Registrar duly executed by the Holder thereof or by an attorney who is authorized in writing to act on behalf of the Holder). To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series Securities at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)of Securities, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith. Prior to due presentment of therewith (other than any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company such transfer taxes or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued similar governmental charge payable upon any transfer or exchange exchanges pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer Section 3.09 or exchangeSection 9.05).

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.07. The Issuer shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, the TrusteeGuarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, the Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository.

Transfer and Exchange. The (a) Interests in the Regulation S Global Note and the Restricted Global Note shall be exchangeable or transferable, as the case may be, for physical delivery of Certificated Notes if (i) DTC notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, or DTC ceases to be a “clearing agency” registered under the Exchange Act, and a successor depositary is not appointed by the Company within 90 days, or (ii) an Event of Default has occurred and is continuing with respect to such Notes, provided that such transfer or exchange is made in accordance with the provisions of this Series shall be issued in registered form Indenture and shall be transferable only upon the surrender Applicable Procedures. Upon receipt of a Note notice by DTC or the Trustee, as the case may be, regarding the occurrence of this Series for registration of transfer and in compliance with Appendix A any of the Base Indenture. When Notes of this Series are presented to events described in the Registrar or a co-registrar with a request to register a transfer or to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or make the exchange as requested if its requirements for such transactions are met. To permit registrations of transfers and exchangespreceding paragraph, the Company shall execute use its best efforts to make arrangements with DTC for the exchange of interests in the Global Notes for individual Certificated Notes, and cause the requested individual Certificated Notes to be executed and delivered to the Trustee in sufficient quantities and authenticated by the Trustee for delivery to Holders. In the case of Certificated Notes issued in exchange for the Restricted Global Note, such Certificated Notes shall authenticate Notes of this Series at bear the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the IndentureSecurities Act Legend. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith. Prior to due presentment of any Note of this Series for registration of transfer, exchange or replacement of Notes bearing such Securities Act Legend, or upon specific request for removal of the Securities Act Legend on a Note, the Company shall deliver only Notes that bear such Securities Act Legend, or shall refuse to remove such Securities Act Legend, as the case may be, unless there is delivered to the Company a certificate in the form of Exhibit D or Exhibit F, as the case may be, or such satisfactory evidence as may reasonably be required by the Company, which may include an Opinion of Counsel, that neither the Trustee, any agent Securities Act Legend nor the restrictions on transfer set forth therein are required to ensure compliance with the provisions of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name Securities Act. The Trustee shall exchange a Note of this Series is registered as bearing the absolute owner of Securities Act Legend for a Note not bearing such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, Securities Act Legend only if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of it has been directed to do so in writing by the Company, the Trustee, the Paying Agent upon which direction it may conclusively rely. (b) On or the Registrar shall be affected by notice prior to the contrary. Any holder 40th day after the Closing Date, transfers by a DTC participant which is an owner of a beneficial interest in a the Regulation S Global Note of this Series shall, by acceptance to a transferee who takes delivery of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only interest through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Restricted Global Note shall be required made only in Authorized Denominations in accordance with the Applicable Procedures and upon receipt by the Trustee or Transfer Agent of a written certification from the transferor of the beneficial interest in the form of Exhibit E to be reflected the effect that such transfer is being made to a Person who the transferor reasonably believes is a “qualified institutional buyer” within the meaning of Rule 144A in a book entry. All Notes transaction meeting the requirements of this Series issued upon Rule 144A and in accordance with any transfer or exchange pursuant to the terms applicable securities laws of any state of the Indenture United States or any other jurisdiction. After such 40th day, such certification requirement shall evidence the same debt and shall be entitled no longer apply to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangetransfers.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements (including, among other things, the furnishing of appropriate endorsements and transfer documents) therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the The Company may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.07. The Company shall not be required to make, and the Registrar need not register, transfers or exchanges of any Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before the sending of a notice of redemption of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the Company, the TrusteeGuarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the Company, the Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository.

Transfer and Exchange. The Notes are issuable only in registered form. A Holder may transfer a Note only by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the transfer by the Registrar in the Security Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee, and any agent of the Company shall treat the person in whose name the Note is registered form and as the owner thereof for all purposes whether or not the Note shall be transferable only upon overdue, and neither the surrender Company, the Trustee, nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of this Series for registration such Global Note, agree that transfers of transfer beneficial interests in such Global Note may be effected only through a book entry system maintained by the Holder of such Global Note (or its agent) and that ownership of a beneficial interest in compliance with Appendix A of the Base IndentureNote shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series other authorized denominations (including an exchange of other denominationsNotes for Exchange Notes), the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are metmet (including that such Notes are duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Trustee and Registrar duly executed by the Holder thereof or by an attorney who is authorized in writing to act on behalf of the Holder); provided that no exchanges of Notes for Exchange Notes shall occur until a Registration Statement shall have been declared effective by the Commission and that any Notes that are exchanged for Exchange Notes shall be cancelled by the Trustee. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to Section 2.11, Section 3.08 or Section 9.04). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The (a) Interests in the Regulation S Global Note and the Restricted Global Note shall be exchangeable or transferable, as the case may be, for physical delivery of Certificated Notes if (i) DTC notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, or DTC ceases to be a “clearing agency” registered under the Exchange Act, and a successor depositary is not appointed by the Company within 90 days, or (ii) an Event of Default has occurred and is continuing with respect to such Notes, provided that such transfer or exchange is made in accordance with the provisions of this Series shall be issued in registered form Indenture and shall be transferable only upon the surrender Applicable Procedures. Upon receipt of a Note notice by DTC or the Trustee, as the case may be, regarding the occurrence of this Series for registration of transfer and in compliance with Appendix A any of the Base Indenture. When Notes of this Series are presented to events described in the Registrar or a co-registrar with a request to register a transfer or to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or make the exchange as requested if its requirements for such transactions are met. To permit registrations of transfers and exchangespreceding paragraph, the Company shall execute use its best efforts to make arrangements with DTC for the exchange of interests in the Global Notes for individual Certificated Notes, and cause the requested individual Certificated Notes to be executed and delivered to the Trustee in sufficient quantities and authenticated by the Trustee for delivery to Holders. In the case of Certificated Notes issued in exchange for the Restricted Global Note, such Certificated Notes shall authenticate Notes of this Series at bear the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the IndentureSecurities Act Legend. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith. Prior to due presentment of any Note of this Series for registration of transfer, exchange or replacement of Notes bearing such Securities Act Legend, or upon specific request for removal of the Securities Act Legend on a Note, the Company shall deliver only Notes that bear such Securities Act Legend, or shall refuse to remove such Securities Act Legend, as the case may be, unless there is delivered to the Company a certificate in the form of Exhibit C or Exhibit E, as the case may be, or such satisfactory evidence as may reasonably be required by the Company, which may include an Opinion of Counsel, that neither the Trustee, any agent Securities Act Legend nor the restrictions on transfer set forth therein are required to ensure compliance with the provisions of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name Securities Act. The Trustee shall exchange a Note of this Series is registered as bearing the absolute owner of Securities Act Legend for a Note not bearing such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, Securities Act Legend only if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of it has been directed to do so in writing by the Company, the Trustee, the Paying Agent upon which direction it may conclusively rely. (b) On or the Registrar shall be affected by notice prior to the contrary. Any holder 40th day after the Closing Date, transfers by a DTC participant which is an owner of a beneficial interest in a the Regulation S Global Note of this Series shall, by acceptance to a transferee who takes delivery of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only interest through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Restricted Global Note shall be required made only in Authorized Denominations in accordance with the Applicable Procedures and upon receipt by the Trustee or Transfer Agent of a written certification from the transferor of the beneficial interest in the form of Exhibit D to be reflected the effect that such transfer is being made to a Person who the transferor reasonably believes is a “qualified institutional buyer” within the meaning of Rule 144A in a book entry. All Notes transaction meeting the requirements of this Series issued upon Rule 144A and in accordance with any transfer or exchange pursuant to the terms applicable securities laws of any state of the Indenture United States or any other jurisdiction. After such 40th day, such certification requirement shall evidence the same debt and shall be entitled no longer apply to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangetransfers.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuers shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuers may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuers shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuers, the TrusteeGuarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuers, the Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository.

Transfer and Exchange. The Notes of this Series (a) Interests in the Regulation S Global Note and the Restricted Global Note shall be issued in registered form and shall be transferable only upon exchangeable or transferable, as the surrender case may be, for physical delivery of a Note of this Series for registration of transfer and in compliance with Appendix A of Certificated Notes if (i) DTC notifies the Base Indenture. When Notes of this Series are presented Issuer that it is unwilling or unable to the Registrar or a co-registrar with a request to register a transfer or to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or make the exchange continue as requested if its requirements depositary for such transactions are met. To permit registrations Global Note, or DTC ceases to be a “clearing agency” registered under the Exchange Act, and a successor depositary is not appointed by the Issuer within 90 days, or (ii) an Event of transfers Default has occurred and exchangesis continuing with respect to such Notes, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may provided that such transfer or exchange Notes of this Series only is made in accordance with the Indentureprovisions of this Indenture and the Applicable Procedures. Upon receipt of notice by DTC or the Trustee, as the case may be, regarding the occurrence of any transfer or exchangeof the events described in the preceding paragraph, the Registrar Issuer shall use its best efforts to make arrangements with DTC for the exchange of interests in the Global Notes for individual Certificated Notes, and cause the requested individual Certificated Notes to be executed and delivered to the Trustee may require a Holder in sufficient quantities and authenticated by the Trustee for delivery to Holders. In the case of Certificated Notes of this Seriesissued in exchange for the Restricted Global Note, among other things, to furnish appropriate endorsements or transfer documentssuch Certificated Notes shall bear the Securities Act Legend. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but Upon the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith. Prior to due presentment of any Note of this Series for registration of transfer, exchange or replacement of Notes bearing such Securities Act Legend, or upon specific request for removal of the CompanySecurities Act Legend on a Note, the TrusteeIssuer shall deliver only Notes that bear such Securities Act Legend, any agent or shall refuse to remove such Securities Act Legend, as the case may be, unless there is delivered to the Issuer a certificate in the form of Exhibit C or Exhibit E, as the case may be, or such satisfactory evidence as may reasonably be required by the Issuer, which may include an Opinion of Counsel, that neither the Securities Act Legend nor the restrictions on transfer set forth therein are required to ensure compliance with the provisions of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name Securities Act. The Trustee shall exchange a Note of this Series is registered as bearing the absolute owner of Securities Act Legend for a Note not bearing such Note for all purposesSecurities Act Legend only if it has been directed to do so in writing by the Issuer, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether upon which direction it may conclusively rely. (b) On or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice prior to the contrary. Any holder 40th day after the Closing Date, transfers by a DTC participant which is an owner of a beneficial interest in a the Regulation S Global Note of this Series shall, by acceptance to a transferee who takes delivery of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only interest through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Restricted Global Note shall be required made only in Authorized Denominations in accordance with the Applicable Procedures and upon receipt by the Trustee or Transfer Agent of a written certification from the transferor of the beneficial interest in the form of Exhibit D to be reflected the effect that such transfer is being made to a Person who the transferor reasonably believes is a “qualified institutional buyer” within the meaning of Rule 144A in a book entry. All Notes transaction meeting the requirements of this Series issued upon Rule 144A and in accordance with any transfer or exchange pursuant to the terms applicable securities laws of any state of the Indenture United States or any other jurisdiction. After such 40th day, such certification requirement shall evidence the same debt and shall be entitled no longer apply to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangetransfers.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the The Company may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.07. The Company shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the Company, the TrusteeSubsidiary Guarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the Company, the Subsidiary Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base IndentureAppendix. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.07. The Issuer shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Notes, the CompanyIssuer, the Subsidiary Guarantors, the Trustee, any agent of the Company or the Trustee, the each Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any (subject to the record date provisions of the Notes) interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, any Subsidiary Guarantor (if applicable), the Trustee, the a Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes are issuable only in registered form. A Holder may transfer a Note only by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the transfer by the Registrar in the Security Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee, and any agent of the Company shall treat the person in whose name the Note is registered form and as the owner thereof for all purposes whether or not the Note shall be transferable only upon overdue, and neither the surrender Company, the Trustee, nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of this Series for registration such Global Note, agree that transfers of transfer beneficial interests in such Global Note may be effected only through a book entry system maintained by the Holder of such Global Note (or its agent) and that ownership of a beneficial interest in compliance with Appendix A of the Base IndentureNote shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series other authorized denominations (including an exchange of other denominationsNotes for Exchange Notes), the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are metmet (including that such Notes are duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Trustee and Registrar duly executed by the Holder thereof or by an attorney who is authorized in writing to act on behalf of the Holder); PROVIDED that no exchanges of Notes for Exchange Notes shall occur until a Registration Statement shall have been declared effective by the Commission and that any Notes that are exchanged for Exchange Notes shall be cancelled by the Trustee. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s 's request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to Section 2.11, 3.08 or 9.04). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. (a) The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series the same series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.07. The Issuer shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewith. the case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed through the date of redemption. (b) Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, the Guarantors, the Trustee, any agent of the Company or the Trustee, the each Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal ofof (premium, if any) and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, any Guarantor, the Trustee, the a Paying Agent or the Registrar shall be affected by notice to the contrary. . (c) Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree agrees that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. . (d) All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base IndentureAppendix. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuers shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuers may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuers shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Notes, the CompanyIssuers, the Guarantors, the Trustee, any agent of the Company or the Trustee, the each Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuers, any Guarantor, the Trustee, the a Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. (a) The Notes are issuable only in registered form. A Holder may transfer a Note only by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the transfer by the Registrar in the Note Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee, and any agent of the Company shall treat the Person in whose name the Note is registered form and as the owner thereof for all purposes whether or not the Note shall be transferable only upon overdue, and neither the surrender Company, the Trustee, nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of this Series for registration such Global Note, agree that transfers of transfer beneficial interests in such Global Note may be effected only through a book entry system maintained by the Holder of such Global Note (or its agent) and that ownership of a beneficial interest in compliance with Appendix A of the Base Indenture. Note shall be required to be reflected in a book entry. (b) When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series of other authorized denominations, the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are met. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s 's request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to Section 3.7, 3.8 or 8.5 hereof). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.07. The Issuer shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed or between a Record Date and the relevant Interest Payment Date. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, the TrusteeSubsidiary Guarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, the Subsidiary Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository.

Transfer and Exchange. The Notes are issuable only in registered form. A Holder may transfer a Note by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon, registration of the transfer by the Registrar in the Note Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee and any agent of the Company shall treat the person in whose name the Note is registered form and as the owner thereof for all purposes whether or not the Note shall be transferable only upon overdue, and neither the surrender Company, the Trustee nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of this Series for registration such Global Note, agree that transfers of transfer beneficial interests in such Global Note may be effected only through a book-entry system maintained by the Depositary (or its agent), and that ownership of a beneficial interest in compliance with Appendix A of the Base IndentureNote shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series other authorized denominations (including an exchange of other denominationsNotes for Exchange Notes), the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are met; provided that no exchanges of Notes for Exchange Notes shall occur until a Registration Statement shall have been declared effective by the Commission and that any Notes that are exchanged for Exchange Notes shall be cancelled by the Trustee. To permit registrations of transfers and exchangesexchanges in accordance with the terms, conditions and restrictions hereof, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s 's request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made to any Holder for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon transfers, exchanges or redemptions pursuant to Section 2.11, 3.08. Prior 4.11, 4.12 or 9.04). The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 or Section 3.09 and ending at the close of business on the day of such mailing or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base IndentureAppendix. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer as requested if the requirements of this Indenture and Section 8-401(a)(1) of the Uniform Commercial Code are met. When Notes are presented to the Registrar or a co-registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s or co-registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the The Company may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.06. The Company shall not be required to make and the Registrar need not register transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or any Notes for a period of 15 days before a selection of Notes to be redeemed or 15 days before an interest payment date. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the Company, the TrusteeSubsidiary Guarantors, any agent of the Company or the Trustee, the Paying Agent and Agent, the Registrar and any co-registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, (subject to Section 2 of the Notes) interest on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the Company, any Subsidiary Guarantor, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interestGlobal Note, agree that transfers of beneficial interests interest in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes A Holder may transfer a Note only by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for Indenture. No such registration of transfer shall be effected until, and in compliance with Appendix A such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the Base Indenturetransfer by the Registrar in the Security Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee, and any agent of the Company shall treat the person in whose name the Note is registered as the owner thereof for all purposes whether or not the Note shall be overdue, and neither the Company, the Trustee, nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of such Global Note, agree that transfers of beneficial interests in such Global Note may be effected only through a book entry system maintained by the Holder of such Global Note (or its agent) and that ownership of a beneficial interest in the Note shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series other authorized denominations (including an exchange of other denominationsNotes for Exchange Notes), the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are metmet (including that such Notes are duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Trustee and Registrar duly executed by the Holder thereof or by an attorney who is authorized in writing to act on behalf of the Holder); provided that no exchanges of Notes for Exchange Notes shall occur until a Registration Statement shall have been declared effective by the SEC and that any Notes that are exchanged for Exchange Notes shall be cancelled by the Trustee. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to Section 2.11, 3.08 or 9.04). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. (a) The Notes of this Series shall will be issued in registered form only, without coupons, and the Company shall cause the Registrar to maintain the Register for registering the record ownership of the Notes by the Holders and transfers and exchanges of the Notes. (i) Each Global Note will be registered in the name of the Depositary or its nominee. The Depositary shall be transferable only upon a clearing agency registered under the surrender Exchange Act. The Company initially appoints DTC to act as Depositary with respect to the Notes in global form. Initially, the Global Notes shall be issued to the Depositary, registered in the name of Cede & Co., as the nominee of the Depositary, and deposited with the Trustee as custodian for Cede & Co. So long as DTC is serving as the Depositary thereof, each Global Note will bear the DTC Legend. (ii) Each Global Note will be delivered to the Trustee as custodian for the Depositary. Transfers of a Global Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, by the Depositary to a nominee of the Depositary or by a nominee of the Depositary to the Depositary or another nominee of the Depositary or by the Depositary or any such nominee to a successor Depositary or a nominee of such successor Depositary except as set forth in Section 2.09(b)(iv). (iii) Agent Members will have no rights under this Indenture with respect to any Global Note held on their behalf by the Depositary, and the Depositary may be treated by the Company, the Trustee and any agent of the Company or the Trustee as the absolute owner and Holder of such Global Note for all purposes whatsoever. Notwithstanding the foregoing, the Depositary or its nominee may grant proxies and otherwise authorize any Person (including any Agent Member and any Person that holds a beneficial interest in a Global Note through an Agent Member) to take any action which a Holder is entitled to take under this Indenture or the Notes, and nothing herein will impair, as between the Depositary and its Agent Members, the operation of customary practices governing the exercise of the rights of a holder of any security. (iv) If (x) the Depositary notifies the Company that it is unwilling or unable to continue as Depositary for a Global Note and a successor depositary is not appointed by the Company within 90 days of the notice or (y) the Company notifies the Trustee to effect such exchange, the Trustee will promptly exchange each beneficial interest in the Global Note for one or more Certificated Notes in authorized denominations having an equal aggregate principal amount and registered in the name of the owner of such beneficial interest, as identified to the Trustee by the Depositary, and thereupon the Global Note will be deemed canceled. (v) Unless otherwise provided herein or in a Board Resolution or Officers’ Certificate establishing a series of Notes or in an indenture supplemental hereto, beneficial interests in a Global Note may not be exchanged for Certificated Notes. (c) Each Certificated Note will be registered in the name of the Holder thereof or its nominee. (d) A Holder may transfer a Note of this Series any series (or a beneficial interest therein) to another Person or exchange a Note of any series (or a beneficial interest therein) for registration another Note or Notes of transfer and in compliance with Appendix A any authorized denomination of the Base Indenturesame series by presenting to the Trustee a written request therefor stating the name of the proposed transferee or requesting such an exchange, accompanied by any certification, opinion or other document reasonably required by the Trustee. When Notes The Trustee will promptly register any transfer or exchange that meets the requirements of this Series are presented to Section by noting the Registrar or a co-registrar with a request to register a same in the Register maintained by the Trustee for the purpose; provided that: (i) no transfer or exchange will be effective until it is registered in the Register, and (ii) the Trustee will not be required (x) to issue, register the transfer of or exchange them any Note of any particular series for an equal principal amount a period of 15 days before the mailing of a notice of redemption of Notes of this Series of other denominationsthat series to be redeemed or purchased, the Registrar will (y) to register the transfer of or make exchange any Note so selected for redemption or purchase in whole or in part, except, in the case of a partial redemption or purchase, that portion of any Note not being redeemed or purchased, or (z) if a redemption or a purchase is to occur after a Regular Record Date but on or before the corresponding Interest Payment Date, to register the transfer of or exchange as requested if its requirements for such transactions are metNote on or after the Regular Record Date and before the date of redemption or purchase. To permit registrations Prior to the registration of transfers and exchangesany transfer, the Company, the Trustee and their agents will treat the Person in whose name the Note is registered as the owner and Holder thereof for all purposes (whether or not the Note is overdue) and will not be affected by notice to the contrary. From time to time the Company shall will execute and the Trustee shall will authenticate additional Notes as necessary in order to permit the registration of this Series at the Registrar’s request. A Holder of Notes of this Series may a transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documentsSection. No service charge shall will be made for imposed in connection with any registration of transfer or exchange (except as otherwise expressly permitted herein)of any Note, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith. Prior to due presentment of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company therewith (other than a transfer tax or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued similar governmental charge payable upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangesubsection (b)(iv)).

Transfer and Exchange. The (a) Global Yen Notes of this Series shall be exchanged by the Company for one or more Yen Notes in definitive, fully registered certificated form, without coupons (the “Certificated Yen Notes”) if (i) the Common Depositary notifies the Company that it is unwilling, unable or no longer qualified to continue as common depositary for the Global Yen Notes and the Company fails to appoint a successor common depositary within 90 calendar days; (ii) the Company, at its option, notifies the Trustee in writing that it elects to cause the issuance of Certificated Yen Notes; or (iii) there has occurred and is continuing an Event of Default with respect to the Yen Notes. Whenever a Global Yen Note is exchanged for one or more Certificated Yen Notes, it shall be surrendered by the Holder of such Note thereof to the Trustee and cancelled by the Trustee. All Certificated Yen Notes issued in registered form and exchange for a Global Yen Note, a beneficial interest therein or a portion thereof shall be transferable only upon registered in the surrender of a Note of this Series for registration of transfer names, and issued in compliance with Appendix A any approved denominations, requested by or on behalf of the Base Indenture. When Notes of this Series are presented to the Registrar or a co-registrar with a request to register a transfer or to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or make the exchange as requested if its requirements for such transactions are met. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only Common Depositary (in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a its customary procedures). (b) Any Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith. Prior to due presentment of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Yen Note of this Series shall, by acceptance of such beneficial interestGlobal Yen Note, agree that transfers of beneficial interests in such Global Yen Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note Holder (or its agent) or (b) any holder of a beneficial interest in such Global Note), and that that, subject to Section 2.01(a), ownership of a beneficial interest in such Global Note the Yen Notes represented thereby shall be required to be reflected in book-entry form. Transfers of a book entry. All Notes of this Series issued upon any transfer or exchange pursuant Global Yen Note shall be limited to transfers in whole and not in part, to the terms Common Depositary, its successors and their respective nominees. Interests of beneficial owners in a Global Yen Note shall be transferred in accordance with the rules and procedures of Euroclear and Clearstream (or their respective successors). (c) Payments (including principal, premium or Redemption Price, if any, and interest) and transfers with respect to Certificated Yen Notes shall executed at the office or agency maintained for such purpose in St. Xxxx, Minnesota (initially the Corporate Trust Office of the Indenture shall evidence Paying Agent) or, at the same debt Company’s option, by check mailed to the Holders of such Certificated Yen Notes at the respective addresses set forth in the Security Register, provided that all payments (including principal, premium or redemption price, if any, and interest) on Certificated Yen Notes, for which the Holders thereof have given wire transfer instructions, shall be entitled required to be made by wire transfer of immediately available funds to the same benefits under accounts specified by the Indenture as such Notes surrendered upon such transfer Holders thereof. No service charge shall be made for any registration of transfer, other than payment of a sum sufficient to cover any tax or exchangegovernmental charge, if any, payable in connection with that registration.

Transfer and Exchange. (a) The Notes are issuable only in registered form. A Holder may transfer a Note only by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the transfer by the Registrar in the Note Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee, and any agent of the Company shall treat the Person in whose name the Note is registered form and as the owner thereof for all purposes whether or not the Note shall be transferable only upon overdue, and neither the surrender Company, the Trustee, nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of this Series for registration such Global Note, agree that transfers of transfer beneficial interests in such Global Note may be effected only through a book entry system maintained by the Holder of such Global Note (or its agent) and that ownership of a beneficial interest in compliance with Appendix A of the Base Indenture. Note shall be required to be reflected in a book entry. (b) When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series of other authorized denominations, the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are met. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to Section 2.11, 3.08 or 11.04). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The (a) Interests in the Regulation S Global Note and the Restricted Global Note shall be exchangeable or transferable, as the case may be, for physical delivery of Certificated Notes if (i) DTC notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, or DTC ceases to be a “clearing agency” registered under the Exchange Act, and a successor depositary is not appointed by the Company within 90 days, or (ii) an Event of Default has occurred and is continuing with respect to such Notes, provided that such transfer or exchange is made in accordance with the provisions of this Series shall be issued in registered form Indenture and shall be transferable only upon the surrender Applicable Procedures. Upon receipt of a Note notice by DTC or the Trustee, as the case may be, regarding the occurrence of this Series for registration of transfer and in compliance with Appendix A any of the Base Indenture. When Notes of this Series are presented to events described in the Registrar or a co-registrar with a request to register a transfer or to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or make the exchange as requested if its requirements for such transactions are met. To permit registrations of transfers and exchangespreceding paragraph, the Company shall execute use its best efforts to make arrangements with DTC for the exchange of interests in the Global Notes for individual Certificated Notes, and cause the requested individual Certificated Notes to be executed and delivered to the Trustee in sufficient quantities and authenticated by the Trustee for delivery to Holders. In the case of Certificated Notes issued in exchange for the Restricted Global Note, such Certificated Notes shall authenticate Notes of this Series at bear the Registrar’s requestSecurities Act Legend. A Holder Upon the transfer, exchange or replacement of Notes bearing such Securities Act Legend, or upon specific request for removal of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchangeSecurities Act Legend on a Note, the Registrar and Company shall deliver only Notes that bear such Securities Act Legend, or shall refuse to remove such Securities Act Legend, as the Trustee case may require a Holder of Notes of this Seriesbe, among other things, unless there is delivered to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company a certificate in the form of Exhibit D or Exhibit F, as the case may require payment of a sum sufficient to cover any transfer tax be, or similar governmental charge payable in connection therewith. Prior to due presentment of any Note of this Series for registration of transfer, such satisfactory evidence as may reasonably be required by the Company, which may include an Opinion of Counsel, that neither the Trustee, any agent Securities Act Legend nor the restrictions on transfer set forth therein are required to ensure compliance with the provisions of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name Securities Act. The Trustee shall exchange a Note of this Series is registered as bearing the absolute owner of Securities Act Legend for a Note not bearing such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, Securities Act Legend only if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of it has been directed to do so in writing by the Company, the Trustee, the Paying Agent upon which direction it may conclusively rely. (b) On or the Registrar shall be affected by notice prior to the contrary. Any holder 40th day after the Closing Date, transfers by a DTC participant which is an owner of a beneficial interest in a the Regulation S Global Note of this Series shall, by acceptance to a transferee who takes delivery of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only interest through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Restricted Global Note shall be required made only in Authorized Denominations in accordance with the Applicable Procedures and upon receipt by the Trustee or Transfer Agent of a written certification from the transferor of the beneficial interest in the form of Exhibit E to be reflected the effect that such transfer is being made to a Person who the transferor reasonably believes is a “qualified institutional buyer” within the meaning of Rule 144A in a book entry. All Notes transaction meeting the requirements of this Series issued upon Rule 144A and in accordance with any transfer or exchange pursuant to the terms applicable securities laws of any state of the Indenture United States or any other jurisdiction. After such 40th day, such certification requirement shall evidence the same debt and shall be entitled no longer apply to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangetransfers.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenturetransfer. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer as requested if the requirements of Section 8-401(l) of the Uniform Commercial Code are met. When Notes are presented to the Registrar or a co-registrar with a request to exchange them for an equal principal amount Principal Amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s 's or co-registrar's request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the The Company may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Company shall not be required to make and the Registrar need not register transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or any Notes for a period of 15 days before a selection of Notes to be redeemed or 15 days before an Interest Payment Date. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the Company, the Trustee, any agent of the Company or the TrusteePaying Agent, the Paying Agent and the Registrar or any co-registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, Principal of and any premium and any interest, if any, interest on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interestGlobal Note, agree that transfers of beneficial interests interest in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note), and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall this Section 2.06 will evidence the same debt and shall will be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, subject to Section 16.07, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all transfer taxes, assessments or other similar governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuer shall not be required to make, and the Registrar need not register, transfer or exchange the Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or any Notes for a period of 5 Business Days before a selection of Notes to be redeemed or between a Record Date and the relevant Interest Payment Date, but only to the extent such registration, transfer or exchange is not permitted by, or is administratively impractical in accordance with, the Applicable Procedures. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, the TrusteeSubsidiary Guarantors, any agent of the Company or Holdings, the Trustee, the Paying Agent and the Registrar may deem and treat the Person person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, the Subsidiary Guarantors, Holdings, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository.

Transfer and Exchange. The Notes are issuable only in registered form. A Holder may transfer a Note by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon, registration of the transfer by the Registrar in the Note Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee and any agent of the Company shall treat the person in whose name the Note is registered form and as the owner thereof for all purposes whether or not the Note shall be transferable only upon overdue, and neither the surrender Company, the Trustee nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of this Series for registration such Global Note, agree that transfers of transfer beneficial interests in such Global Note may be effected only through a book-entry system maintained by the Depositary (or its agent), and that ownership of a beneficial interest in compliance with Appendix A of the Base IndentureNote shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series other authorized denominations (including an exchange of other denominationsNotes for Exchange Notes), the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are met; provided that no exchanges of Notes for Exchange Notes shall occur until a Registration Statement shall have been declared effective by the Commission and that any Notes that are exchanged for Exchange Notes shall be cancelled by the Trustee. To permit registrations of transfers and exchangesexchanges in accordance with the terms, conditions and restrictions hereof, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made to any Holder for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon transfers, exchanges or redemptions pursuant to Section 2.11, 3.09, 4.04 or 10.04). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.04 hereof and ending at the close of business on the day of such mailing or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements (including, among other things, the furnishing of appropriate endorsements and transfer documents) therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuers shall execute and the First Lien Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges payable on transfer that are required by law in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.07. The Issuer shall not be required to make, and the Registrar need not register, transfers or exchanges of any Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before the mailing of a notice of redemption of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuers, the TrusteeGuarantors, any agent of the Company or the First Lien Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuers, the Guarantors, the First Lien Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The First Lien Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the First Lien Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository.

Transfer and Exchange. The Notes are issuable only in registered form. The Notes shall initially be issued as part of an issuance of Units, each of which consists of one Note and one Warrant. Prior to the Separation Date, the Notes may not be transferred or exchanged separately from, but may be transferred or exchanged only together with the Warrants issued in connection with such Notes. A Holder may transfer a Note by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the transfer by the Registrar in the Note Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee, and any agent of the Company shall treat the person in whose name the Note is registered form and as the owner thereof for all purposes whether or not the Note shall be transferable only upon overdue, and neither the surrender Company, the Trustee, nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of this Series for registration such Global Note, agree that transfers of transfer beneficial interests in such Global Note may be effected only through a book entry system maintained by the Holder of such Global Note (or its agent) and that ownership of a beneficial interest in compliance with Appendix A of the Base IndentureNote shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series other authorized denominations (including an exchange of other denominationsNotes for Exchange Notes), the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are met; PROVIDED that no exchanges of Notes for Exchange Notes shall occur until a Registration Statement shall have been declared effective by the Commission (confirmed in an Officers' Certificate delivered to the Trustee) and that any Notes that are exchanged for Exchange Notes shall be cancelled by the Trustee. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s 's request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to Section 2.11, 3.08 or 9.04). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. When Notes of this Series are presented to the Registrar or a co-registrar with a request to register a transfer or to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or make the exchange as requested if its requirements for such transactions are met. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements Table of Contents or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith. Prior to due presentment of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements (including, among other things, the furnishing of appropriate endorsements and transfer documents) therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the The Company may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.07. The Company shall not be required to make, and the Registrar need not register, transfers or exchanges of any Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before the mailing or sending of a notice of redemption of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the Company, the TrusteeGuarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the Company, the Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository. The transferor of any note shall provide or cause to be provided to the Trustee all information necessary to allow the Trustee to comply with any applicable tax reporting obligations, including without limitation any cost basis reporting obligations under Code Section 6045. The Trustee may rely on information provided to it and shall have no responsibility to verify or ensure the accuracy of such information.

Transfer and Exchange. The Notes As provided in the Indenture and subject to certain limitations therein set forth, the transfer of this Series Note shall be issued in registered form and shall be transferable only on the Security Register of the Company, upon the surrender of a this Note of this Series for registration of transfer and in compliance with Appendix A at the office or agency of the Base Indenture. When Notes Company in the continental United States, duly endorsed by, or accompanied by a written instrument of this Series are presented transfer in form satisfactory to the Registrar or a co-registrar with a request to register a transfer or to exchange them for an equal principal amount of Notes of this Series of other denominationsCompany duly executed by, the Registrar will register the transfer Holder hereof or make the exchange as requested if its requirements for such transactions are met. To permit registrations of transfers by his or her attorney duly authorized in writing, and exchanges, thereupon the Company shall execute and the Trustee shall authenticate and deliver in the name of the transferee or transferees a new Note or Notes of this Series at the Registrar’s requestin authorized denominations and for a like aggregate principal amount. A Holder of The Notes of this Series may transfer or exchange Notes of this Series only are initially issued in accordance with the Indenture. Upon any transfer or exchangeregistered, the Registrar global form without coupons in denominations initially equal to $14.5219 and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documentsintegral multiples in excess thereof. No service charge shall be made for any such registration of transfer or exchange (except as otherwise expressly permitted herein)exchange, but the Company may require payment of a sum sufficient to cover any transfer tax or other similar governmental charge payable in connection therewith. Prior to due presentment of any this Note of this Series for registration of transfer, the Company, the Trustee, Trustee and any agent of the Company Issuer or the Trustee, the Paying Agent and the Registrar Trustee may deem and treat the Person Holder in whose name a this Note of this Series is registered as the absolute owner of such Note hereof for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such this Note be overdue, and none of neither the Company, the Trustee, the Paying Agent or the Registrar Trustee nor any such agent shall be affected by notice to the contrary. Any holder All terms used in this Note which are defined in the Indenture and not otherwise defined herein shall have the meanings assigned to them in the Indenture. No recourse shall be had for the payment of any Installment Payment on this Note, or for any claim based hereon, or upon any obligation, covenant or agreement of the Company in the Indenture, against any incorporator, stockholder, officer or director, past, present or future of the Company or of any predecessor or successor corporation, either directly or through the Company or of any successor corporation, whether by virtue of any constitution, statute or rule of law, or by the enforcement of any assessment of penalty or otherwise; and all such personal liability is expressly released and waived as a condition of, and as part of the consideration for, the issuance of this Note. The Company, each Holder and each beneficial owner (for U.S. federal income tax purposes) by its acquisition of a beneficial interest in a Global Note the Notes agrees, for U.S. federal income tax purposes, to treat the Notes as indebtedness of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entryCompany. All Notes of this Series issued upon any transfer or exchange pursuant to the terms A copy of the Indenture shall evidence is available for inspection at the same debt office of the Trustee. In the event of any inconsistency between the provisions of this Note and shall be entitled to the same benefits under provisions of the Indenture, the Indenture as such Notes surrendered upon such transfer or exchangeshall prevail.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuers shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuers may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.07. The Issuers shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or transfers or exchanges of any Notes for a period of 15 days before a selection of Notes to be redeemed or between a record date and the related payment date. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuers, the TrusteeGuarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuers, the Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements (including, among other things, the furnishing of appropriate endorsements and transfer documents) therefor are met, in each case in compliance with Appendix A. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuer shall not be required to make, and the Registrar need not register, transfers or exchanges of any Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of fifteen (15) days before the mailing of a notice of redemption of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, the TrusteeGuarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, the Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository. The transferor shall also provide or cause to be provided to the Trustee all information reasonably necessary to allow the Trustee to comply with any applicable tax reporting obligations, including without limitation, any cost basis reporting obligations under the Code. The Trustee may rely on any such information provided to it and shall have no responsibility to verify or ensure the accuracy of such information.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base IndentureAppendix. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount at maturity of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s 's request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuer shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Notes, the CompanyIssuer, the Trustee, any agent of the Company or the Trustee, the each Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, the Trustee, the a Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Subject to Section 2.16, when a Senior Note is presented to the Registrar with a request to register the transfer thereof, the Registrar shall register the transfer as requested if the requirements of applicable law are met and, when Senior Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. When Notes of this Series are presented to the Registrar or a co-registrar with a request to register a transfer or to exchange them for an equal principal amount of Senior Notes of this Series of other authorized denominations, the Registrar will register the transfer or shall make the exchange as requested if its requirements requested, provided that every Senior Note presented or surrendered for such transactions are metregistration of transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer in form satisfactory to the Company and the Registrar duly executed by the Holder thereof or his attorney, duly authorized in writing. To permit registrations registration of transfers and exchanges, upon surrender of any Senior Note for registration of transfer at the office or agency maintained pursuant to Section 2.3 hereof, the Company shall issue and execute and the Trustee shall authenticate Senior Notes of this Series at the Registrar’s 's request. A Holder of Notes of this Series may transfer or Any exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No shall be without any service charge shall be made for any registration of transfer or exchange (to the Noteholder, except as otherwise expressly permitted herein), but that the Company may require payment by the Noteholder of a sum sufficient to cover any transfer tax or similar the governmental charge payable that may be imposed in connection therewithrelation to a transfer or exchange, but this provision shall not apply to any exchange pursuant to this Indenture. Prior The Trustee shall not be required to due presentment register transfers of Senior Notes or to exchange Senior Notes for a period of 15 days before the mailing of a notice of redemption of any Senior Notes to be redeemed. The Trustee shall not be required to exchange or register transfers of any Senior Notes called or being called for redemption in whole or in part, except the unredeemed portion of any Senior Note being redeemed in part. All Senior Notes issued upon any transfer or exchange pursuant to the terms of this Series for registration of transfer, Indenture will evidence the Company, same debt and will be entitled to the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of same benefits under this Series is registered Indenture as the absolute owner of Senior Notes surrendered upon such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether transfer or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contraryexchange. Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interestGlobal Note, agree that transfers of the beneficial interests in such Global Note may be effected only through a book-book entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note), and that ownership of a beneficial interest in such the Global Note shall be required to be reflected in a book entry. All Notes Each Holder of a Senior Note agrees to indemnify the Company and the Trustee against any liability that may result from the transfer, exchange or assignment of such Holder's Senior Note in violation of any provision of this Series issued upon Indenture and/or applicable U.S. Federal or state securities law. Except as expressly provided herein, neither the Trustee nor the Registrar shall have any transfer duty to monitor the Company's compliance with or exchange pursuant have any responsibility with respect to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer Company's compliance with any Federal or exchangestate securities laws.

Transfer and Exchange. The Notes of this Series shall be issued in registered form without interest coupons and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. When Notes of this Series are presented to the Registrar or a co-registrar with a request to register a transfer or to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or make the exchange as requested if its requirements for such transactions are met. A. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Global Notes and Definitive Notes upon receipt of this Series an Authentication Order in accordance with Section 2.2 or at the Registrar’s request. A Holder of All Global Notes of this Series may transfer or exchange and Definitive Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for issued upon any registration of transfer or exchange (except of Global Notes or Definitive Notes shall be the valid obligations of the Company, evidencing the same debt, and entitled to the same benefits under this Company, as otherwise expressly permitted herein), but the Company may require payment Global Notes or Definitive Notes surrendered upon such registration of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewithexchange. Prior to due presentment for the registration of a transfer of any Note of this Series for registration of transferNote, the CompanyRegistrar, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar Company may deem and treat the Person in whose name a any Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal ofprincipal, and any premium and any interestpremium, if any, and (subject to the Regular Record Date provisions of the Notes) interest on such Note Notes and for all other purposes whatsoever, whether or not such Note be overduepurposes, and none of the Company, the Trustee, the Paying Registrar, any Agent or the Registrar Company shall be affected by notice to the contrary. Any holder Upon surrender for registration of transfer of any Note at the office or agency of the Company designated pursuant to Section 3.2, the Company shall execute, and the Trustee shall authenticate and mail, in the name of the designated transferee or transferees, one or more replacement Notes of any authorized denomination or denominations of a beneficial interest in a Global Note like aggregate principal amount. At the option of this Series shallthe Holder, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note Notes may be effected only through a book-entry system maintained by (a) the holder exchanged for other Notes of such Global Note (any authorized denomination or its agent) or (b) any holder denominations of a beneficial interest in like aggregate principal amount upon surrender of the Notes to be exchanged at such office or agency. Whenever any Global NoteNotes or Definitive Notes are so surrendered for exchange, the Company shall execute, and that ownership the Trustee shall authenticate and mail, the replacement Global Notes and Definitive Notes which the Holder making the exchange is entitled to in accordance with the provisions of a beneficial interest in such Global Note shall be Section 2.2. All certifications, certificates and Opinions of Counsel required to be reflected in submitted to the Registrar pursuant to this Section 2.6 to effect a book entry. All Notes registration of this Series issued upon any transfer or exchange pursuant may be submitted by mail or by facsimile or electronic transmission. None of the Trustee, the Principal Paying Agent or the Co-Registrar shall have any obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among DTC participants, members or beneficial owners in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by, the terms of the Indenture shall evidence this Indenture, and to examine the same debt and shall be entitled to determine substantial compliance as to form with the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangeexpress requirements hereof.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenturetransfer. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if the requirements of Section 8-401(a)(l) of the Uniform Commercial Code are met. When Notes are presented to the Registrar with a request to exchange them for an equal aggregate principal amount of Notes of this Series the same series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s 's request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this SeriesHolder, among other things, to furnish appropriate endorsements or transfer documentsdocuments and to pay any taxes required by law or permitted by this Indenture. No service charge The Company shall not be made required to make and the Registrar need not register transfers or exchanges of Notes selected for redemption (except, in the case of Notes to be redeemed in part, the portion thereof not to be redeemed) or any Notes for a period of 15 days before a selection of Notes to be redeemed. Prior to the due presentation for registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith. Prior to due presentment of any Note of this Series for registration of transferNote, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and or the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interestGlobal Note, agree that transfers of beneficial interests interest in such Global Note may be effected only through a book-entry system maintained by (ai) the holder Holder of such Global Note (or its agent) or (bii) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall will evidence the same debt and shall will be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base IndentureAppendix. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and upon receipt of an Authentication Order the Trustee or its Authenticating Agent shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer The Issuer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company may require payment of pay a sum sufficient to cover pay all Taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.07. The Issuer and the Trustee shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in the case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days prior to the sending of a notice of redemption or of any Notes to be redeemed or tendered and not withdrawn in connection therewithwith a Change of Control Offer, a Collateral Asset Sale Offer or an Asset Sale Offer. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, the TrusteeGuarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, any Guarantor, the Trustee, the a Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture, the Appendix or under applicable law with respect to any transfer of any interest in any Note other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture and the Appendix. Neither the Trustee nor any of its agents shall have any responsibility or liability for any actions taken or not taken by the depositary with which any Global Note is registered.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.07. The Issuer shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed or between a Record Date and the relevant Interest Payment Date. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, the TrusteeSubsidiary Guarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, the Subsidiary Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository.

Transfer and Exchange. The (a) Subject to Sections 2.18 and 2.19, when Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. When Notes of this Series are presented to the Registrar or a co-registrar with a request from the Holder of such Notes to register a transfer or to exchange them for an equal principal amount of Notes of this Series of other authorized denominations, the Registrar will shall register the transfer or make the exchange as requested if (and, in the case of Notes issued in the form of Global Notes under the New Safekeeping Structure, the Trustee shall instruct, or cause the Paying Agent to instruct, the Common Safekeeper to effectuate the Global Notes reflecting such transfer, and such Global Notes shall have been effectuated by the Common Safekeeper). Every Note presented or surrendered for registration of transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer in form satisfactory to the Company and the Registrar, duly executed by the Holder thereof or its requirements for such transactions are metattorney duly authorized in writing. To permit registrations of transfers and exchanges, the Company shall execute issue and execute, and the Trustee shall authenticate authenticate, new Notes of this Series evidencing such transfer or exchange at the Registrar’s request. A Holder request (and, in the case of Notes issued in the form of this Series may Global Notes under the New Safekeeping Structure, the Trustee shall instruct, or cause the Paying Agent to instruct, the Common Safekeeper to effectuate the Global Notes evidencing such transfer or exchange and such Global Notes of this Series only in accordance with shall have been effectuated by the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documentsCommon Safekeeper). No service charge shall be made to the Holder for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the exchange. The Company or Trustee may require from the Holder payment of a sum sufficient to cover any transfer tax taxes or similar other governmental charge payable that may be imposed in connection therewithrelation to a transfer or exchange, but this provision shall not apply to any exchange pursuant to Sections 2.11, 3.6 or 9.6 (in which events the Company shall be responsible for the payment of such taxes). Prior The Registrar shall not be required to due presentment exchange or register a transfer of any Note for a period of this Series for registration 15 days immediately preceding the redemption of transferNotes, except the Company, the Trustee, unredeemed portion of any agent Note being redeemed in part. (b) Any Holder of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interestGlobal Note, agree that transfers of the beneficial interests in such Global Note may be effected only through a book-book entry system maintained by (a) or on behalf of the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global NoteICSDs, and that ownership of a beneficial interest in such the Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangeentry system.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuers shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuers may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuers shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed or between a Record Date and the relevant Interest Payment Date. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuers, the TrusteeSubsidiary Guarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuers, the Subsidiary Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuers shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuers may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuers shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuers, the TrusteeSubsidiary Guarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuers, the Subsidiary Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depositary participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depositary.

Transfer and Exchange. The Notes are issuable only in registered form. A Holder may transfer a Note only by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the transfer by the Registrar in the Security Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee, and any agent of the Company shall treat the person in whose name the Note is registered form and as the owner thereof for all purposes whether or not the Note shall be transferable only upon overdue, and neither the surrender Company, the Trustee, nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of this Series for registration such Global Note, agree that transfers of transfer beneficial interests in such Global Note may be effected only through a book entry system maintained by the Holder of such Global Note (or its agent) and that ownership of a beneficial interest in compliance with Appendix A of the Base IndentureNote shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series other authorized denominations (including an exchange of other denominationsNotes for Exchange Notes), the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are metmet (including that such Notes are duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Trustee and Registrar duly executed by the Holder thereof or by an attorney who is authorized in writing to act on behalf of the Holder); provided that no exchanges of Notes for Exchange Notes shall occur until a Registration Statement shall have been declared effective by the Commission, the Trustee shall have received notice of such effectiveness by the Company and provided further that any Notes that are exchanged for Exchange Notes shall be cancelled by the Trustee. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to Section 2.11, 3.08 or 9.04). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The Notes As provided in the Indenture and subject to certain limitations therein set forth, the transfer of this Series Note shall be issued in registered form and shall be transferable only on the Security Register of the Company, upon the surrender of a this Note of this Series for registration of transfer and in compliance with Appendix A at the office or agency of the Base Indenture. When Company in the Borough of Manhattan, The City of New York, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Company duly executed by, the Holder hereof or by his attorney duly authorized in writing, and thereupon one or more new Notes of this Series are presented series and of like tenor, of authorized denominations and for the same aggregate principal amount, shall be issued to the Registrar designated transferee or a co-registrar with a request to register a transfer or to exchange them for an equal principal amount of Notes transferees. The Securities of this Series series are initially issued in registered, global form without coupons in initial minimum denominations of other denominations, the Registrar will register the transfer or make the exchange as requested if its requirements for such transactions are met. To permit registrations of transfers one Note and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only integral multiples in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documentsexcess thereof. No service charge shall be made for any such registration of transfer or exchange (except as otherwise expressly permitted herein)exchange, but the Company may require payment of a sum sufficient to cover any transfer tax or similar other governmental charge payable in connection therewith. Prior to due presentment of any this Note of this Series for registration of transfer, the Company, the Trustee, Trustee and any agent of the Company Issuer or the Trustee, the Paying Agent and the Registrar Trustee may deem and treat the Person Holder in whose name a this Note of this Series is registered as the absolute owner of such Note hereof for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such this Note be overdue, and none of neither the Company, the Trustee, the Paying Agent or the Registrar Trustee nor any such agent shall be affected by notice to the contrary. Any holder All terms used in this Note which are defined in the Indenture and not otherwise defined herein shall have the meanings assigned to them in the Indenture. No recourse shall be had for the payment of any installment on this Note, or for any claim based hereon, or upon any obligation, covenant or agreement of the Company in the Indenture, against any incorporator, stockholder, officer or director, past, present or future of the Company or of any predecessor or successor corporation, either directly or through the Company or of any successor corporation, whether by virtue of any constitution, statute or rule of law, or by the enforcement of any assessment of penalty or otherwise; and all such personal liability is expressly released and waived as a beneficial interest in a Global Note condition of, and as part of the consideration for, the issuance of this Series shallNote. The Company and each Holder agrees, by acceptance of such beneficial interestfor United States tax purposes, agree that to treat the Notes as indebtedness. FOR VALUE RECEIVED, the undersigned assigns and transfers of beneficial interests in such Global this Note may be effected only through a book-entry system maintained by to: (a) the holder of such Global Note (Insert assignee’s social security or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchange.tax identification number)

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base IndentureAppendix. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor of this Indenture are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the The Company may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Company shall not be required to make, and the Registrar need not register, transfers or exchanges of any Notes (i) selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) (ii) for a period of 15 days before the mailing of a notice of redemption of Notes to be redeemed or (iii) between a regular record date and the next succeeding interest payment date. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the Company, the TrusteeGuarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, interest on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the Company, any Guarantor, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes are issuable only in registered form. A Holder may transfer a Note only by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the transfer by the Registrar in the Security Register. Prior to the registration of any transfer by a Holder as provided herein, the Issuer, the Trustee, and any agent of the Issuer shall treat the person in whose name the Note is registered form and as the owner thereof for all purposes whether or not the Note shall be transferable only upon overdue, and neither the surrender Issuer, the Trustee, nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of this Series for registration such Global Note, agree that transfers of transfer beneficial interests in such Global Note may be effected only through a book entry system maintained by the Holder of such Global Note (or its agent) and that ownership of a beneficial interest in compliance with Appendix A of the Base IndentureNote shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series other authorized denominations (including an exchange of other denominationsNotes for Exchange Notes), the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are metmet (including that such Notes are duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Trustee and Registrar duly executed by the Holder thereof or by an attorney who is authorized in writing to act on behalf of the Holder); provided that no exchanges of Notes for Exchange Notes shall occur until a Registration Statement shall have been declared effective by the Commission and that any Notes that are exchanged for Exchange Notes shall be cancelled by the Trustee. To permit registrations of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s 's request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company Issuer may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to Section 2.11, 3.08 or 9.04). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The Senior Notes of this Series shall be issued are issuable only in --------------------- registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. When Notes of this Series are presented to the Registrar or a co-registrar with a request to register a transfer or to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or make the exchange as requested if its requirements for such transactions are met. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s requestform. A Holder may transfer a Senior Note only by written application to the Security Registrar stating the name of Notes the proposed transferee and otherwise complying with the terms of this Series may transfer or exchange Notes of this Series only in accordance with Fourth Supplemental Indenture and the Original Indenture. Upon any No such transfer or exchangeshall be effected until, and such transferee shall succeed to the Registrar and the Trustee may require rights of a Holder of Notes of this Seriesonly upon, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any final acceptance and registration of the transfer or exchange (except as otherwise expressly permitted herein), but by the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable Security Registrar in connection therewiththe Security Register. Prior to due presentment the registration of any Note of this Series for registration of transfertransfer by a Holder as provided herein, the CompanyOperating Partnership, the Trustee, and any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and Operating Partnership shall treat the Person person in whose name a the Senior Note of this Series is registered as the absolute owner of such Note thereof for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such the Senior Note shall be overdue, and none of neither the CompanyOperating Partnership, the Trustee, the Paying Agent or the Registrar nor any such agent shall be affected by notice to the contrary. Any holder Furthermore, any Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interestGlobal Note, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global the Senior Note shall be required to be reflected in a book entry. All When Senior Notes are presented to the Security Registrar with a request to register the transfer or to exchange them for an equal principal amount of Senior Notes of this Series issued upon other authorized denominations (including an exchange of Senior Notes for Exchange Notes), the Security Registrar shall register the transfer or make the exchange as requested if its requirements for such transactions are met (including that such Senior Notes are duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Trustee and Security Registrar duly executed by the Holder thereof or by an attorney who is authorized in writing to act on behalf of the Holder); provided that no exchanges of Registrable Notes for Exchange Notes -------- shall occur until a Registration Statement shall have been declared effective by the Commission and that any Registrable Notes that are exchanged for Exchange Notes shall be canceled by the Trustee. To permit registrations of transfers and exchanges, the Operating Partnership shall execute and the Trustee shall authenticate Senior Notes at the Security Registrar's request. No service charge shall be made for any registration of transfer or exchange or redemption of the Senior Notes, but the Operating Partnership may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to the terms Sections 304, 906 or 1107 of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangeOriginal Indenture).

Transfer and Exchange. The Notes are issuable only in registered form. A Holder may transfer a Note only by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series Indenture. No such transfer shall be issued effected until, and such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the transfer by the Registrar in the Security Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee, and any agent of the Company shall treat the person in whose name the Note is registered form and as the owner thereof for all purposes whether or not the Note shall be transferable only upon overdue, and neither the surrender Company, the Trustee, nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of this Series for registration such Global Note, agree that transfers of transfer beneficial interests in such Global Note may be effected only through a book entry system maintained by the Holder of such Global Note (or its agent) and that ownership of a beneficial interest in compliance with Appendix A of the Base IndentureNote shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series of other authorized denominations, the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are metmet (including that such Notes are duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Trustee and Registrar duly executed by the Holder thereof or by an attorney who is authorized in writing to act on behalf of the Holder). To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to Section 2.11, 3.08 or 9.04). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. (a) The Notes of this Series shall be issued in registered form and shall be transferable only in compliance with Appendix A and upon the surrender of a Note of this Series for registration of transfer. When a Note is presented to the Registrar or a Transfer Agent with a request to register a transfer, the Registrar shall register the transfer and in compliance with Appendix A as requested if the requirements of the Base Indenturethis Indenture are met. When Notes of this Series are presented to the Registrar or a co-registrar Transfer Agent with a request to register a transfer or to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. . (b) To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuer shall not be required to make and the Registrar need not register transfers or exchanges of any Notes selected for redemption in connection therewithaccordance with the terms of this Indenture (except, in the case of Notes to be redeemed in part, the portion thereof not to be redeemed) or any Notes for a period of 15 days before a selection of Notes to be redeemed or any Notes during the period after the relevant record date and prior to the relevant interest payment date. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, the TrusteeNote Guarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any (subject to paragraph 2 of the Notes) interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, any Note Guarantor, the Trustee, the any Paying Agent Agent, or the Registrar shall be affected by notice to the contrary. Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests interest in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt Indebtedness and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base IndentureAppendix. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount at maturity of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer and Holdings shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar The Issuer and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company Holdings may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuer and Holdings shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, Holdings, any Guarantor, the Trustee, any agent of the Company or the Trustee, the each Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal Accreted Value of, and any premium and any premium, if any, or interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, Holdings, any Guarantor, the Trustee, the a Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder Holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder Holder of such Global Note (or its agent) or (b) any holder Holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements (including, among other things, the furnishing of appropriate endorsements and transfer documents) therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuers shall execute and the First Lien Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges payable on transfer that are required by law in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section 2.07. The Issuer shall not be required to make, and the Registrar need not register, transfers or exchanges of any Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before the mailing of a notice of redemption of Notes to be redeemed. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuers, the TrusteeGuarantors, any agent of the Company or the First Lien Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuers, the Guarantors, the First Lien Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The First Lien Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the First Lien Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository. Notwithstanding any register held and maintained by the Registrar or any other registrar appointed by the Issuers, the Issuer will keep a register of holders of Notes at its registered office (the “Register”), for the purpose of Luxembourg law. Ownership in respect of Notes is established by way of registration of the transfer of notes in the Register. In the case of a conflict between a register of Notes held by an agent of the Issuer and the Register, the Register will be prima facie evidence of ownership for Luxembourg law purposes, in the event of discrepancy between that register and the Register.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are presented to the Registrar or a co-registrar with a request to register a transfer or to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or make the exchange as requested if its requirements for such transactions are met. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this SeriesHolder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith. Prior to due presentment of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such the Notes surrendered upon such transfer or exchange.

Transfer and Exchange. The Notes A Holder may transfer a Note only by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for Indenture. No such registration of transfer shall be effected until, and in compliance with Appendix A such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the Base Indenturetransfer by the Registrar in the Security Register. Prior to the registration of any transfer by a Holder as provided herein, the Company, the Trustee, any Agent and any agent of the Company shall treat the person in whose name the Note is registered as the owner thereof for all purposes whether or not the Note shall be overdue, and neither the Company, the Trustee, any Agent nor any such agent shall be affected by notice to the contrary. Furthermore, any Holder of a Global Note shall, by acceptance of such Global Note, agree that transfers of beneficial interests in such Global Note may be effected only through a book entry system maintained by the Holder of such Global Note (or its agent) and that ownership of a beneficial interest in the Note shall be required to be reflected in a book entry. When Notes of this Series are presented to the Registrar or a co-registrar Registrar with a request to register a the transfer or to exchange them for an equal principal amount of Notes of this Series other authorized denominations (including an exchange of other denominationsNotes for Exchange Notes), the Registrar will shall register the transfer or make the exchange as requested if its requirements for such transactions are metmet (including that such Notes are duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Trustee and Registrar duly executed by the Holder thereof or by an attorney who is authorized in writing to act on behalf of the Holder); provided that no exchanges of Notes for Exchange Notes shall occur until a Registration Statement shall have been declared effective by the SEC and that any Notes that are exchanged for Exchange Notes shall be cancelled by the Trustee. To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein)or redemption of the Notes, but the Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewiththerewith (other than any such transfer taxes or other similar governmental charge payable upon exchanges pursuant to Section 2.11, 3.08 or 9.04). Prior The Registrar shall not be required (i) to due presentment issue, register the transfer of or exchange any Note during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Notes selected for redemption under Section 3.03 and ending at the close of business on the day of such mailing, or (ii) to register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note of this Series for registration of transfer, the Company, the Trustee, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person being redeemed in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the Indenture shall evidence the same debt and shall be entitled to the same benefits under the Indenture as such Notes surrendered upon such transfer or exchangepart.

Transfer and Exchange. The Notes of this Series shall be issued in registered form and shall be transferable only upon the surrender of a Note of this Series for registration of transfer and in compliance with Appendix A of the Base Indenture. A. When Notes of this Series are a Note is presented to the Registrar or a co-registrar with a request to register a transfer, the Registrar shall register the transfer or as requested if its requirements therefor are met. When Notes are presented to the Registrar with a request to exchange them for an equal principal amount of Notes of this Series of other denominations, the Registrar will register the transfer or shall make the exchange as requested if its the same requirements for such transactions are met. To permit registrations registration of transfers and exchanges, the Company Issuer shall execute and the Trustee shall authenticate Notes of this Series at the Registrar’s request. A Holder of Notes of this Series may transfer or exchange Notes of this Series only in accordance with the Indenture. Upon any transfer or exchange, the Registrar and the Trustee may require a Holder of Notes of this Series, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange (except as otherwise expressly permitted herein), but the Company The Issuer may require payment of a sum sufficient to cover pay all taxes, assessments or other governmental charges in connection with any transfer tax or similar governmental charge payable exchange pursuant to this Section. The Issuer shall not be required to make, and the Registrar need not register, transfers or exchanges of Notes selected for redemption (except, in connection therewiththe case of Notes to be redeemed in part, the portion thereof not to be redeemed) or of any Notes for a period of 15 days before a selection of Notes to be redeemed or between a Record Date and the relevant Interest Payment Date. Prior to the due presentment of any Note of this Series presentation for registration of transfertransfer of any Note, the CompanyIssuer, the TrusteeGuarantors, any agent of the Company or the Trustee, the Paying Agent and the Registrar may deem and treat the Person in whose name a Note of this Series is registered as the absolute owner of such Note for all purposes, including for the purpose of receiving payment of principal of, of and any premium and any interest, if any, on such Note and for all other purposes whatsoever, whether or not such Note be is overdue, and none of the CompanyIssuer, the Guarantors, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. Any holder of a beneficial interest in a Global Note of this Series shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book entry. All Notes of this Series issued upon any transfer or exchange pursuant to the terms of the this Indenture shall evidence the same debt and shall be entitled to the same benefits under the this Indenture as such the Notes surrendered upon such transfer or exchange. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depository participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee, Registrar or Paying Agent shall have any responsibility for any actions taken or not taken by the Depository.