(the "Depositary") and will be in denominations of $25 and integral multiples of $25 in excess thereof. The Notes will be represented by one or more Global Securities ("Global Securities") and will be registered in the name of a nominee of the Depositary. The Depositary has advised us that it is a limited-purpose

Controlling Persons on the Closing Date, a Controlling Person. The Purchaser understands that interests in ERISA Limited Securities represented by Global Securities may not at any time be held by or on behalf of a Benefit Plan Investor or, other than with respect to purchases by Controlling Persons on the Closi

e given such direction. Although DTC, Euroclear and Clearstream have agreed to the foregoing procedures to facilitate transfers of interests in the Global Securities among participants in DTC. Euroclear and Clearstream. they are under no obligation to perform or to continue to perform such procedures, and the pro

s Days prior to the relevant Distribution Date, by check delivered by first class mail to the address of the registered holder (which in the case of Global Securities will be DTC) specified in the Indenture Register or the Share Register, as applicable, at the close of business on the relevant Record Date. Final p

Asset Regulation, the Indenture and the Fiscal Agency Agreement, assuming. for this purpose, that all the representations made (or. in the case of Global Securities, deemed to be made) by holders of such Securities are true. For purposes of this determination. Securities held by the Investment Manager, the Trus

e Fiscal Agent and the Share Registrar) will deem and treat the registered holder of each Security (which will be DTC or its nominee, in the case of Global Securities, and the holder appearing in the Indenture Register, or the Share Register, as applicable in the case of Definitive Securities) as the absolute owne

Moreover, purchase of ERISA Limited Securities represented by Global Securities will be limited by deeming each purchaser of such a Security by its purchasing and holding to represent. warrant and covenant that. for so long as i

n Asset Regulation. the Indenture and the Fiscal Agency Agreement, assuming, for this purpose, that all the representations made (or. in the case of Global Securities. deemed to be made) by holders of such Securities are true. Each interest in an ERISA Limited Security held as principal by any Transaction Party,

Global Securities may be beneficially owned only by Persons that (a) are not "U.S. persons" (within the meaning of Regulation S under the United States Securities Ac

Securities shall be provided to the Irish Listing Agent, on behalf of the Irish Stock Exchange. (e) Notwithstanding the foregoing, in the case of Global Securities, there may be substituted for such mailing of a document the delivery of the relevant document to the Depository, Euroclear and Clearstream for com

is a Qualified Purchaser and (C) understands the Notes will bear the legend set forth in the Indenture and be represented by one or more Rule 144A Global Securities. In addition, it represents and warrants that it (1) was not formed for the purpose of investing in the Notes, (2) has received the necessary conse

Controlling Persons on the Closing Date, a Controlling Person. The Purchaser understands that interests in ERISA Limited Securities represented by Global Securities may not at any time be held by or on behalf of a Benefit Plan Investor or, other than with respect to purchases by Controlling Persons on the Closi

er will resell the Securities in individually negotiated transactions at varying prices determined at the time of sale. The delivery of interests In Global Securities is expected to be made In book-entry form through the facilities of The Depository Trust Company CDTC") on or about the Closing Date and each Defini

Asset Regulation, the Indenture and the Fiscal Agency Agreement, assuming. for this purpose, that all the representations made (or. in the case of Global Securities, deemed to be made) by holders of such Securities are true. For purposes of this determination. Securities held by the Investment Manager, the Trus

e Fiscal Agent and the Share Registrar) will deem and treat the registered holder of each Security (which will be DTC or its nominee, in the case of Global Securities, and the holder appearing in the Indenture Register, or the Share Register, as applicable in the case of Definitive Securities) as the absolute owne

n Asset Regulation. the Indenture and the Fiscal Agency Agreement, assuming, for this purpose, that all the representations made (or. in the case of Global Securities. deemed to be made) by holders of such Securities are true. Each interest in an ERISA Limited Security held as principal by any Transaction Party,

Moreover, purchase of ERISA Limited Securities represented by Global Securities will be limited by deeming each purchaser of such a Security by its purchasing and holding to represent. warrant and covenant that. for so long as i

is a Qualified Purchaser and (C) understands the Notes will bear the legend set forth in the Indenture and be represented by one or more Rule 144A Global Securities. In addition, it represents and warrants that it (1) was not formed for the purpose of investing in the Notes, (2) has received the necessary conse