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Subject to compliance with the transfer restrictions applicable to the Registered Notes described above andunder “Transfer Restrictions”, cross-market transfers between DTC, on the one hand, and directly or indirectlythrough Clearstream or Euroclear accountholders, on the other, will be effected by the relevant clearingsystem in accordance with its rules and through action taken by the custodian, the Registrar and the FiscalAgent.On or after the Issue Date for any Series, transfers of Notes of such Series between accountholders inClearstream and transfers of Notes of such Series between participants in DTC will generally have asettlement date three business days after the trade date (T+3). The customary arrangements for delivery versuspayment will apply to such transfers.Cross-market transfers between accountholders in Clearstream or Euroclear and DTC participants will need tohave an agreed settlement date between the parties to such transfer. Because there is no direct link betweenDTC, on the one hand, and Clearstream and Euroclear, on the other, transfers of interests in the relevantGlobal Certificates will be effected through the Fiscal Agent, the custodian and the Registrar receivinginstructions (and where appropriate certification) from the transferor and arranging for delivery of the interestsbeing transferred to the credit of the designated account for the transferee. Transfers will be effected on thelater of (i) three business days after the trade date for the disposal of the interest in the relevant GlobalCertificate resulting in such transfer and (ii) two business days after receipt by the Fiscal Agent or theRegistrar, as the case may be, of the necessary certification or information to effect such transfer. In the caseof cross-market transfers, settlement between Euroclear or Clearstream accountholders and DTC participantscannot be made on a delivery versus payment basis. The securities will be delivered on a free delivery basisand arrangements for payment must be made separately.For a further description of restrictions on transfer of Registered Notes, see “Transfer Restrictions”.DTC has advised the Issuer that it will take any action permitted to be taken by a holder of Registered Notes(including, without limitation, the presentation of Global Certificates for exchange as described above) only atthe direction of one or more participants in whose account with DTC interests in Global Certificates arecredited and only in respect of such portion of the aggregate nominal amount of the relevant GlobalCertificates as to which such participant or participants has or have given such direction. However, in thecircumstances described above, DTC will surrender the relevant Global Certificates for exchange forindividual Certificates (which will bear the legend applicable to transfers pursuant to Rule 144A).DTC has advised the Issuer as follows: DTC is a limited purpose trust company organised under the laws ofthe State of New York, a “banking organisation” under the laws of the State of New York, a member of theU.S. Federal Reserve System, a “clearing corporation” within the meaning of the New York UniformCommercial Code and a “clearing agency” registered pursuant to the provisions of Section 17A of theExchange Act. DTC was created to hold securities for its participants and facilitate the clearance andsettlement of securities transactions between participants through electronic computerised book-entry changesin accounts of its participants, thereby eliminating the need for physical movement of certificates. Directparticipants include securities brokers and dealers, banks, trust companies, clearing corporations and certainother organisations. Indirect access to DTC is available to others, such as banks, securities brokers, dealersand trust companies, that clear through or maintain a custodial relationship with a DTC direct participant,either directly or indirectly.Euroclear and Clearstream each holds securities for its customers and facilitates the clearance and settlementof securities transactions by electronic book-entry transfer between their respective account holders. Euroclearand Clearstream provide various services including safekeeping, administration, clearance and settlement ofinternationally traded securities and securities lending and borrowing. Euroclear and Clearstream also dealwith domestic securities markets in several countries through established depository and custodialrelationships. Euroclear and Clearstream have established an electronic bridge between their two systemsacross which their respective participants may settle trades with each other.236