1. Indenture. This Note is one of a duly authorized issue of securities of the Company designated as its 4.872% Senior Notes due 2029 (herein called the Notes), issued under an Eighth Supplemental Indenture, dated as of June 11, 2019 (the Eighth Supplemental Indenture), to an indenture, dated as of May 30, 2014, as supplemented by the seventh supplemental indenture dated as of February 7, 2019 (as so supplemented, the Base Indenture and herein with the Eighth Supplemental Indenture, collectively, the Indenture), among the Company, the Guarantors and Wells Fargo Bank, National Association, as Trustee (herein called the Trustee, which term includes any successor trustee under the Indenture), to which reference is hereby made for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Guarantors, the Trustee and the Holders of the Notes and of the terms upon which the Notes are, and are to be, authenticated and delivered. The Notes are considered Additional Notes issued pursuant to the Indenture. The aggregate principal amount of Additional Notes Outstanding at any time may not exceed $125,000,000 in aggregate principal amount, except for, or in lieu of, other Notes of the series pursuant to Sections 304, 305, 306, 906 or 1107 of the Base Indenture and except for any Notes which, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered. The Indenture pursuant to which this Note is issued provides that Additional Notes may be issued thereunder.
All terms used in this Note which are defined in the Indenture shall have the meanings assigned to them in the Indenture. In the event of a conflict or inconsistency between this Note and the Indenture, the provisions of the Indenture shall govern.
2. Optional Redemption. At any time prior to November 15, 2028, the Company may at its option redeem all or a part of the Notes upon not more than 60 nor less than 30 days prior notice, at a redemption price in cash equal to the greater of (i) 100% of the aggregate principal amount of any Notes being redeemed and (ii) the sum of the present values of the remaining scheduled payments of principal of and interest on the Notes to be redeemed (exclusive of interest accrued to the Redemption Date) discounted to the Redemption Date on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 35 basis points, plus in each case accrued and unpaid interest thereon to, but excluding, the Redemption Date.
On or after November 15, 2028, the Notes will be redeemable in whole or in part, at the Companys option, at any time or from time to time, on notice given not more than 60 days, if the Notes are being redeemed in full, or 45 days, if the Notes are being redeemed in part, nor less than 30 days, prior to the date of redemption, at a Redemption Price equal to 100% of the aggregate principal amount of any Notes being redeemed, plus in each case accrued and unpaid interest thereon to, but excluding, the Redemption Date.
3. Change of Control Repurchase Event. If a Change of Control Repurchase Event occurs, unless the Company has exercised its option to redeem the Notes, the Company will make an offer to each Holder of Notes to repurchase all or any part (each new note will be in a principal amount of $2,000 and integral multiples of $1,000 in excess thereof) of that Holders Notes at a repurchase price in cash equal to 101% of the aggregate principal amount of the Notes, plus any accrued and unpaid interest, if any, pursuant to the provisions of Section 6.2 of the Seventh Supplemental Indenture.
4. Global Security. If this Note is a Global Security, then, in the event of a deposit or withdrawal of an interest in this Note, including an exchange, transfer, redemption, repurchase or conversion of this Note in part only, the Trustee, as custodian of the Depositary, shall make an adjustment on its records to reflect such deposit or withdrawal in accordance with the Applicable Procedures.