Contract analysis

ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE

Section 1.01 — Definitions. As used in this Indenture, the following terms shall have the meanings specified below. Unless the context otherwise requires, terms defined in the singular shall include the plural and vice versa, and all references to currency amounts shall refer to United States Dollars. "Acquired Indebtedness" means, with respect to any Person, Indebtedness of such Person (i) existing at the time such

Section 1.02 — Other Definitions. Each of the following terms is defined in the Section set forth opposite such term:

Section 1.03 — Incorporation by Reference of Singapore Trustees Act and Other Applicable Provisions. Whenever this Indenture refers to a provision of the Trustees Act (Cap. 337) of the Republic of Singapore (the "Trustees Act"), such provision is incorporated by reference in and made a part of this Indenture. To the extent that this Indenture and the Trustees Act conflict, this Indenture shall govern to the maximum e

Section 1.04 — Rules of Construction. For purposes of this Indenture, unless the context otherwise requires: (a) The words "herein," "hereof," "hereto," and "hereunder" and other words of similar import refer to this Indenture as a whole and not to any particular Article, Section, or other subdivision. (b) The word "including" (and with correlative meaning "include" and "includes") means including without limiting th

Section 2.01 — Form and Dating. (a) Global Form. The Notes shall be issued in fully registered form, without coupons, and in global form only. No definitive certificated Notes shall be issued, except in the limited circumstances described herein. (b) Rule 144A Global Note. Notes sold within the United States to qualified institutional buyers in reliance on Rule 144A under the U.S. Securities Act of 1933, as amended,

Section 2.02 — Execution, Authentication, and Delivery. (a) Execution. The Notes shall be executed on behalf of each Issuer by the manual or facsimile signatures of authorized signatories. With respect to the Company, the authorized signatories shall be Spyros Andreou, Chief Executive Officer, and/or Marina Demetriou, Chief Financial Officer. With respect to the Co-Issuer, the authorized signatory shall be Marina Dem

Section 2.03 — Amount Unlimited; Issuance of Additional Notes. (a) Initial Issuance. The aggregate principal amount of Notes that may be authenticated and delivered on the Closing Date under this Indenture is Four Hundred Million United States Dollars (US$400,000,000). (b) Additional Notes. The Issuers may issue Additional Notes from time to time after the Closing Date under this Indenture, subject to compliance with

Section 2.04 — Registrar and Paying Agent. (a) Marlowe Asset Management Trust Company of Singapore Pte. Ltd. is hereby appointed as the initial Registrar, Paying Agent, and Transfer Agent under this Indenture. (b) The Issuers may, with the prior written consent of the Trustee (such consent not to be unreasonably withheld), appoint additional or replacement Registrars, Paying Agents, or Transfer Agents from time to ti

Section 2.05 — Paying Agent to Hold Money in Trust. Not later than each Interest Payment Date, Maturity Date, or Redemption Date, the Issuers shall deposit with the Paying Agent a sum of money (in same-day funds if deposited on the due date) sufficient to make cash payments due on such date. The Paying Agent shall hold in trust for the benefit of the Holders and the Trustee all sums held by it for the payment of prin

Section 2.06 — Holder Lists. The Trustee shall preserve in as current a form as is reasonably practicable the most recent list available to it of the names and addresses of all Holders and shall otherwise comply with applicable law regarding Holder lists. If the Trustee is not the Registrar, the Issuers shall furnish to the Trustee, and the Trustee may require any Registrar to furnish to the Trustee, at such times as

Section 2.07 — Transfer and Exchange. (a) General. Subject to the provisions of this Section 2.07, the Holder of any Note may transfer such Note, in whole or in part (provided that any such partial transfer is in a minimum principal amount of US$200,000 and integral multiples of US$1,000 in excess thereof), by surrendering such Note at the office or agency of the Registrar, duly endorsed or accompanied by a written i

Section 2.08 — Replacement Notes. If any mutilated Note is surrendered to the Trustee, or the Trustee receives evidence to its satisfaction of the destruction, loss, or theft of any Note, the Issuers shall execute, and upon receipt of an Officers' Certificate, the Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost, or stolen Note, a replacement Note of like tenor

Section 2.09 — Outstanding Notes. Notes outstanding under this Indenture at any time are all the Notes authenticated by the Trustee except for (a) Notes theretofore cancelled by the Trustee or delivered to the Trustee for cancellation, (b) Notes for which money or Government Securities in the necessary amount has been deposited with the Trustee or the Paying Agent in trust for the Holders of such Notes pursuant to Se

Section 2.10 — Treasury Notes. In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver, or consent, Notes owned by any Issuer or any Affiliate of any Issuer shall be considered as though not outstanding and shall not be entitled to vote. The Trustee shall not be deemed to have knowledge that any Notes are owned by any Issuer or Affiliate of any Issuer unles

Section 2.11 — Temporary Notes. Pending the preparation of definitive Notes, if for any reason Global Notes are not available at the time of original issuance, the Issuers may execute, and upon receipt of an Officers' Certificate the Trustee shall authenticate and deliver, temporary Notes that are printed, lithographed, typewritten, mimeographed, or otherwise produced, in any authorized denomination, substantially of

Section 2.12 — Cancellation. All Notes surrendered for payment, redemption, registration of transfer, or exchange shall, if surrendered to any Person other than the Trustee, be delivered to the Trustee for cancellation. The Issuers may at any time deliver to the Trustee for cancellation any Notes previously authenticated and delivered hereunder that the Issuers may have acquired in any manner whatsoever, and all Note

Section 2.13 — CUSIP, ISIN, and Common Code Numbers. The Issuers in issuing the Notes have caused CUSIP, ISIN, and Common Code numbers to be printed on the Notes as follows: The Trustee shall use CUSIP, ISIN, and Common Code numbers in notices of redemption and other notices sent to Holders as a convenience to such Holders. No representation is made by the Issuers or the Trustee as to the accuracy of such numbers eit

Section 2.14 — Defaulted Interest. If the Issuers default in a payment of interest on the Notes, they shall pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest at the rate of 8.750% per annum. The Issuers may pay the defaulted interest to the Persons who are Holders on a subsequent special record date. The Issuers shall fix or cause to be fixed any su

ARTICLE 3 REDEMPTION AND PREPAYMENT