0001104659-09-001463 Sample Contracts

TYCO INTERNATIONAL FINANCE S.A., as Issuer AND TYCO INTERNATIONAL LTD., as Guarantor AND DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee INDENTURE Dated as of January 9, 2009
Indenture • January 9th, 2009 • Tyco International LTD /Ber/ • Services-miscellaneous business services • New York

THIS INDENTURE is dated as of January 9, 2009 among TYCO INTERNATIONAL FINANCE S.A., a Luxembourg company (the “Company”), TYCO INTERNATIONAL LTD., a Bermuda company (“Parent”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation (the “Trustee”).

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Underwriting Agreement
Underwriting Agreement • January 9th, 2009 • Tyco International LTD /Ber/ • Services-miscellaneous business services • New York

Tyco International Finance S.A., a Luxembourg public limited liability company registered with the Luxembourg Trade and Companies Register under the number B 123.550 and having its registered office at 29, Avenue de la Porte Neuve, in L-2227 Luxembourg (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, an aggregate of $750,000,000 principal amount of its 8.50% Notes due 2019 (the “Securities”). The Securities will be fully and unconditionally guaranteed as to payment of principal, premium, if any, and interest (the “Guarantees”) by Tyco International Ltd., a Bermuda company (the “Guarantor”), and will have the terms set forth in Schedule III hereto. The Securities and the guarantees are to be issued pursuant to an Indenture, to be dated as of January 9, 2009, as supplemented (the “Indenture”), among the Com

TYCO INTERNATIONAL FINANCE S.A., as Issuer AND TYCO INTERNATIONAL LTD. as Parent AND DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee
First Supplemental Indenture • January 9th, 2009 • Tyco International LTD /Ber/ • Services-miscellaneous business services • New York

THIS FIRST SUPPLEMENTAL INDENTURE is dated as of January 9, 2009 among TYCO INTERNATIONAL FINANCE S.A., a Luxembourg company (the “Company”), TYCO INTERNATIONAL LTD., a Bermuda company (“Parent”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation (the “Trustee”).

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