MONDELĒZ INTERNATIONAL, INC. OFFICERS’ CERTIFICATE March 6, 2015Officers’ Certificate • March 6th, 2015 • Mondelez International, Inc. • Food and kindred products
Reference is made to (i) Section 301 of the Indenture dated as of March 6, 2015 (the “Indenture”), by and between Mondelēz International, Inc., a Virginia corporation (the “Company”), and Deutsche Bank Trust Company Americas, as Trustee (the “Trustee”), (ii) the Terms Agreement dated February 25, 2015 (the “Euro Notes Terms Agreement”), which incorporates the Amended and Restated Underwriting Agreement dated February 28, 2011 (the “Underwriting Agreement”), by and among the Company and Credit Suisse Securities (Europe) Limited, Deutsche Bank AG, London Branch, The Royal Bank of Scotland plc and Société Générale, as representatives of the underwriters named therein, relating to the offer and sale by the Company of €500,000,000 aggregate principal amount of its 1.000% Notes due 2022 (the “2022 Notes”), €750,000,000 aggregate principal amount of its 1.625% Notes due 2027 (the “2027 Notes”) and €750,000,000 aggregate principal amount of its 2.375% Notes due 2035 (the “2035 Notes”), and (ii
