Indebtedness means, with respect to any specified Person, any obligation
created or assumed by such Person, whether or not contingent, for the repayment of money borrowed from others or any guarantee thereof.
Indenture means the Base Indenture, as supplemented by this Supplemental Indenture, and as may be amended or further
supplemented from time to time, pursuant to the applicable provisions of the Base Indenture and this Supplemental Indenture.
Initial Notes means the first $1,000,000,000 aggregate principal amount of the 2035 Notes or $500,000,000 aggregate
principal amount of the 2055 Notes, as applicable, issued under the Indenture on the date hereof.
International
Subsidiary means each Subsidiary of the Company other than a Domestic Subsidiary.
Lien means any mortgage,
pledge, lien, security interest or other similar encumbrance.
Non-Recourse
Indebtedness means any Indebtedness incurred by any Joint Venture or Non-Recourse Subsidiary which does not provide for recourse against the Company or any of its Subsidiaries (other than a Non-Recourse Subsidiary) or any property or assets of the Company or any of its Subsidiaries (other than the Capital Stock or the properties or assets of a Joint Venture or
Non-Recourse Subsidiary).
Non-Recourse
Subsidiary means any Subsidiary of the Company (1) whose principal purpose is to incur Non- Recourse Indebtedness and/or construct, lease, own or operate the assets financed thereby, or to
become a direct or indirect partner, member or other equity participant or owner in a partnership, limited partnership, limited liability partnership, corporation (including a business trust), limited liability company, unlimited liability company,
joint stock company, trust, unincorporated association or joint venture created for such purpose (collectively, a Business Entity), (2) who is not an obligor or otherwise bound with respect to any Indebtedness other than Non-Recourse Indebtedness, (3) substantially all the assets of which Subsidiary or Business Entity are limited to (x) those assets being financed (or to be financed), or the operation of which is being
financed (or to be financed), in whole or in part by Non-Recourse Indebtedness, or (y) Capital Stock in, or Indebtedness or other obligations of, one or more other
Non-Recourse Subsidiaries or Business Entities, and (4) any Subsidiary of a Non- Recourse Subsidiary; provided that such Subsidiary shall be considered to be a Non-Recourse Subsidiary only to the extent that and for so long as each of the above requirements are met.
Notes has the meaning assigned to it in the preamble to this Supplemental Indenture. For purposes of the Indenture, all
references to the notes to be issued or authenticated upon transfer or replacement of or in exchange for Notes shall be deemed to refer to Notes. In addition, unless the context otherwise requires, all references to the Notes shall
include the Initial Notes of the applicable series and any Additional Notes with respect to such series.
Par Call Date
means December 15, 2034, for the 2035 Notes and September 15, 2054 for the 2055 Notes.
Permitted International
Debt means Indebtedness of any International Subsidiary for which neither the Company nor any Domestic Subsidiary, directly or indirectly, provides any guarantee or other credit support and which is secured, if at all, only by pledges of
or Liens on assets (i) held by an International Subsidiary on the date of this Supplemental Indenture, (ii) acquired by an International Subsidiary from a Person not constituting an Affiliate of the Company or (iii) acquired by an
International Subsidiary from the Company, any Domestic Subsidiary or other Affiliate of the Company on terms that, in the good faith judgment of the Companys Board of Directors, are no less favorable to the Company or the relevant Domestic
Subsidiary or other Affiliate of the Company than those that would have been obtained in a comparable transaction by the Company or such Domestic Subsidiary or other Affiliate of the Company with an unrelated Person or, if in the good faith judgment
of the Companys Board of Directors, no comparable transaction is available with which to compare such transaction, such transaction is otherwise fair to the Company or the relevant Domestic Subsidiary or other Affiliate of the Company from a
financial point of view.
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