\n| \n COLGATE-PALMOLIVE COMPANY<\/strong><\/p>\n<\/td>\n<\/tr>\n\n| \n MEDIUM-TERM NOTE, SERIES G<\/strong><\/p>\n(Fixed Rate)<\/strong><\/p>\n<\/td>\n<\/tr>\n\n| <\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| \n ORIGINAL ISSUE DATE:<\/p>\n<\/td>\n | \n INTEREST RATE: %<\/p>\n<\/td>\n | \n STATED MATURITY DATE:<\/p>\n<\/td>\n<\/tr>\n | \n| <\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| \n INTEREST PAYMENT DATE(S)<\/p>\n<\/td>\n | \n o CHECK IF DISCOUNT NOTE<\/p>\n<\/td>\n | <\/td>\n<\/tr>\n | \n| \n o June 1 and December 1<\/p>\n<\/td>\n | \n Issue Price: %<\/p>\n<\/td>\n | <\/td>\n<\/tr>\n | \n| \n o Other:<\/p>\n<\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| <\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| \n INITIAL REDEMPTION<\/p>\n<\/td>\n | \n INITIAL REDEMPTION<\/p>\n<\/td>\n | \n * ANNUAL REDEMPTION<\/p>\n<\/td>\n<\/tr>\n | \n| \n DATE:<\/p>\n<\/td>\n | \n PERCENTAGE: %<\/p>\n<\/td>\n | \n PERCENTAGE<\/p>\n<\/td>\n<\/tr>\n | \n| <\/td>\n | <\/td>\n | \n REDUCTION: %<\/p>\n<\/td>\n<\/tr>\n | \n| <\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| \n HOLDER153S OPTIONAL REPAYMENT<\/p>\n DATE(S):<\/p>\n<\/td>\n | <\/td>\n<\/tr>\n<\/tbody>\n<\/table>\n ___________________<\/p>\n<\/p>\n \n\n\n| \n *<\/p>\n<\/td>\n | \n If an Initial Redemption Date is specified above, (i) the Redemption Price
\nwill initially be the Initial Redemption Percentage specified above and shall
\ndecline at each anniversary of the Initial Redemption Date shown above by the
\nAnnual Redemption Percentage Reduction specified above until the Redemption
\nPrice is 100% of such principal amount, and (ii) this Note may be redeemed
\neither in whole or from time to time in part except if the following box is
\nmarked, this Note may be redeemed in whole only [ ]. If no Initial Redemption
\nDate is specified above, this Note may not be redeemed prior to Maturity.<\/p>\n<\/td>\n<\/tr>\n<\/tbody>\n<\/table>\n<\/p>\n 1<\/p>\n \n
\n\n\n\n| \n AUTHORIZED DENOMINATION:<\/p>\n<\/td>\n | \n SPECIFIED CURRENCY:<\/p>\n<\/td>\n | <\/td>\n<\/tr>\n | \n| \n o$1,000 and integral multiples thereof<\/p>\n<\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| \n oOther:<\/p>\n<\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| <\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| \n ADDENDUM ATTACHED<\/p>\n<\/td>\n | \n OTHER \/ ADDITIONAL PROVISIONS:<\/p>\n<\/td>\n | <\/td>\n<\/tr>\n | \n| \n o Yes<\/p>\n o No<\/p>\n<\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n<\/tbody>\n<\/table>\n<\/p>\n 2<\/p>\n \n
\n<\/p>\nCOLGATE-PALMOLIVE COMPANY, a Delaware corporation (the “Company”, which term
\nincludes any successor corporation under the Indenture hereinafter referred to),
\nfor value received, hereby promises to pay to , or registered assigns, the
\nPrincipal Amount of , on the Stated Maturity Date specified above (or any
\nRedemption Date or Repayment Date, each as defined on the reverse hereof, or any
\nearlier date of acceleration of maturity) (each such date being hereinafter
\nreferred to as the “Maturity Date” with respect to the principal repayable on
\nsuch date) and to pay interest thereon (and on any overdue principal, premium
\nand\/or interest to the extent legally enforceable) at the Interest Rate per
\nannum specified above, until the principal hereof is paid or duly made available
\nfor payment.<\/p>\n<\/p>\n The Company will pay interest in arrears on each Interest Payment Date
\nspecified above (each, an “Interest Payment Date”), commencing with the first
\nInterest Payment Date next succeeding the Original Issue Date specified above,
\nand on the Maturity Date; provided<\/u>, however<\/u>, that if the Original
\nIssue Date occurs between a Record Date (as defined below) and the next
\nsucceeding Interest Payment Date, interest payments will commence on the second
\nInterest Payment Date next succeeding the Original Issue Date to the registered
\nholder of this Note (the “Holder”) on the Record Date with respect to such
\nsecond Interest Payment Date. Interest on this Note will be computed on the
\nbasis of a 360-day year of twelve 30-day months.<\/p>\n<\/p>\n Interest on this Note will accrue from, and including, the most recent
\nInterest Payment Date to which interest has been paid or duly provided for or,
\nfrom and including, the Original Issue Date if no interest has been paid or duly
\nprovided for, to, but excluding, the next Interest Payment Date or the Maturity
\nDate, as the case may be (each, an “Interest Period”). The interest so payable,
\nand punctually paid or duly provided for, on any Interest Payment Date will, as
\nprovided in the Indenture, be paid to the person in whose name this Note (or one
\nor more Predecessor Securities) is registered at the close of business on the
\nfifteenth calendar day (whether or not a Business Day, as defined below)
\nimmediately preceding such Interest Payment Date (the “Record Date”);
\nprovided<\/u>, however<\/u>, that interest payable on the Maturity Date will
\nbe payable to the Person to whom the principal hereof and premium, if any,
\nhereon shall be payable. Any such interest not so punctually paid or duly
\nprovided for on any Interest Payment Date (“Defaulted Interest”) shall forthwith
\ncease to be payable to the Holder at the close of business on any Record Date
\nand, may either be paid to the Person in whose name this Note (or one or more
\nPredecessor Securities) is registered at the close of business on a special
\nrecord date (the “Special Record Date”) for the payment of such Defaulted
\nInterest to be fixed by the Trustee, notice whereof shall be given to the Holder
\nof this Note by the Trustee not less than 10 calendar days prior to such Special
\nRecord Date or may be paid at any time in any other lawful manner, all as more
\nfully provided for in the Indenture.<\/p>\n<\/p>\n Payment of principal, premium, if any, and interest in respect of this Note
\ndue on the Maturity Date will be made in immediately available funds upon
\npresentation and surrender of this Note (and, with respect to any applicable
\nrepayment of this Note, upon delivery of a duly completed election form as
\ncontemplated on the reverse hereof) at the office of the Trustee maintained for
\nthat purpose in the Borough of Manhattan, The City of New York, New York in such
\ncoin or currency of the United States of America as at the time of payment is
\nlegal tender for payment of public and private debts. Payment of interest due on
\nany Interest Payment Date other than the Maturity Date will be made at the
\naforementioned office of the Trustee or, at the option of the Company, by check
\nmailed to the address of the person entitled thereto as such address shall
\nappear in the Security Register maintained by the Trustee; provided<\/u>,
\nhowever<\/u>, that a Holder of U.S.$10,000,000 or more in aggregate principal
\namount of Notes (whether having identical or different terms and provisions)
\nshall, at the option of the Company, be entitled to receive interest payments on
\nsuch Interest Payment Date by wire transfer of immediately available funds if
\nappropriate wire transfer instructions have been received in writing by the
\nTrustee not less than 15 calendar days prior to such Interest Payment Date. Any
\nsuch wire transfer instructions received by the Trustee shall remain in effect
\nuntil revoked by such Holder.<\/p>\n<\/p>\n<\/p>\n 3<\/p>\n \n
\n<\/p>\nIf any Interest Payment Date or the Maturity Date falls on a day that is not
\na Business Day, the required payment of principal, premium, if any, and\/or
\ninterest shall be made on the next succeeding Business Day with the same force
\nand effect as if made on such Interest Payment Date or Maturity Date, as the
\ncase may be, and no interest shall accrue with respect to such payment for the
\nperiod from and after such Interest Payment Date or the Maturity Date, as the
\ncase may be, to the date of such payment on the next succeeding Business Day.\n<\/p>\n<\/p>\n As used herein, “Business Day” means, unless otherwise specified on the face
\nhereof, any day, other than a Saturday or Sunday, that is neither a legal
\nholiday nor a day on which commercial banks are authorized or required by law,
\nregulation or executive order to close in The City of New York;
\nprovided<\/u>, however<\/u>, that, with respect to non-United States
\ndollar-denominated notes, the day is also not a day on which commercial banks
\nare authorized or required by law, regulation or executive order to close in the
\nPrincipal Financial Center (as defined below) of the country issuing the
\nspecified currency or, if the specified currency is euro, the day is also a
\nTarget Settlement Day (as defined below).<\/p>\n<\/p>\n “Principal Financial Center” means, unless otherwise specified on the face
\nhereof, the capital city of the country issuing the specified currency except,
\nin each case, that with respect to United States dollars, Australian dollars,
\nCanadian dollars, New Zealand dollars, South African rand and Swiss francs, the
\n“Principal Financial Center” will be The City of New York, Sydney, Toronto,
\nWellington, Johannesburg and Zurich, respectively.<\/p>\n<\/p>\n “Target Settlement Day” means a day on which the Trans-European Automated
\nReal-Time Gross Settlement Express Transfer (TARGET) System or any successor is
\nopen.<\/p>\n<\/p>\n Reference is hereby made to the further provisions of this Note set forth on
\nthe reverse hereof and, if so specified on the face hereof, in an Addendum
\nhereto, which further provisions shall have the same force and effect as if set
\nforth on the face hereof.<\/p>\n<\/p>\n Notwithstanding the foregoing, if an Addendum is attached hereto or
\n“Other\/Additional Provisions” apply to this Note as specified above, this Note
\nshall be subject to the terms set forth in such Addendum or such
\n“Other\/Additional Provisions”.<\/p>\n<\/p>\n Unless the Certificate of Authentication hereon has been executed by the
\nTrustee by manual signature of one of its authorized officers, this Note shall
\nnot be entitled to any benefit under the Indenture or be valid or obligatory for
\nany purpose.<\/p>\n<\/p>\n<\/p>\n 4<\/p>\n \n
\n<\/p>\nIN WITNESS WHEREOF, Colgate-Palmolive Company has caused this Note to be duly
\nexecuted by one of its duly authorized officers.<\/p>\n<\/p>\n \n\n\n| <\/td>\n | <\/td>\n | \n COLGATE-PALMOLIVE COMPANY<\/p>\n<\/td>\n<\/tr>\n | \n| <\/td>\n | <\/td>\n | \n By:<\/p>\n<\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| <\/td>\n | <\/td>\n | <\/td>\n | \n Title:<\/p>\n<\/td>\n<\/tr>\n | \n| \n Dated:<\/p>\n<\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| <\/td>\n | <\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| \n TRUSTEE153S CERTIFICATE OF AUTHENTICATION:<\/p>\n<\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| <\/td>\n | <\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| \n This is one of the Debt Securities of the series designated therein referred
\nto in the within-mentioned Indenture.<\/p>\n<\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| <\/td>\n | <\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| \n THE BANK OF NEW YORK MELLON,<\/strong><\/p>\n<\/td>\n| <\/td>\n | <\/td>\n<\/tr>\n | \n| \n as Trustee<\/p>\n<\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| <\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| \n By<\/p>\n<\/td>\n | <\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| <\/td>\n | \n Authorized Signatory<\/p>\n<\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n<\/tbody>\n<\/table>\n<\/p>\n 5<\/p>\n \n
\n<\/p>\n[REVERSE OF NOTE]<\/p>\n \n COLGATE-PALMOLIVE COMPANY<\/strong><\/p>\n\n MEDIUM-TERM NOTE, SERIES G<\/strong><\/p>\n\n (Fixed Rate)<\/strong><\/p>\n\n This Note is one of a duly authorized series of debt securities (the “Debt
\nSecurities”) of the Company issued and to be issued under an Indenture, dated as
\nof November 15, 1992, as amended, modified or supplemented from time to time
\n(the “Indenture”), between the Company and The Bank of New York Mellon (formerly
\nknown as The Bank of New York), as trustee (the “Trustee”, which term includes
\nany successor trustee under the Indenture), to which Indenture and all
\nindentures supplemental thereto reference is hereby made for a statement of the
\nrespective rights, limitations of rights, duties and immunities thereunder of
\nthe Company, the Trustee and the Holders of the Debt Securities, and of the
\nterms upon which the Debt Securities are, and are to be, authenticated and
\ndelivered. This Note is one of the Debt Securities of the series designated as
\n“Medium-Term Notes, Series G, Due One Year or More From Date of Issue” (the
\n“Notes”). All terms used but not defined in this Note or in an Addendum hereto
\nshall have the meanings assigned to such terms in the Indenture or on the face
\nhereof, as the case may be.<\/p>\n<\/p>\n This Note is issuable only in registered form without coupons in minimum
\ndenominations of U.S. $1,000 and integral multiples thereof or other Authorized
\nDenomination specified on the face hereof.<\/p>\n<\/p>\n Except as otherwise provided in the Indenture and as set forth below, the
\nNotes will be issued in global form only, registered in the name of the
\nDepositary or its nominee and ownership of the Notes shall be maintained in
\nbook-entry form by the Depositary for the accounts of participating
\norganizations of the Depositary. If this Note is a global Note, this Note is
\nexchangeable only if (i) the Depositary notifies the Company that it is
\nunwilling or unable to continue as Depositary for this global Note and a
\nsuccessor depositary is not appointed by the Company within 60 days after the
\nDepositary notifies the Company, (ii) the Company in its sole discretion
\ndetermines that this global Note shall be exchangeable for certificated Notes of
\nthis series in registered form or (iii) an Event of Default with respect to the
\nNotes represented hereby has occurred and is continuing.<\/p>\n<\/p>\n Unless otherwise specified on the face hereof in accordance with the
\nprovisions of the following two paragraphs, this Note will not be subject to any
\nsinking fund and will not be redeemable or repayable prior to the Stated
\nMaturity Date.<\/p>\n<\/p>\n This Note will be subject to redemption at the option of the Company on any
\ndate on or after the Initial Redemption Date, if any, specified on the face
\nhereof, in whole or from time to time in part in increments of U.S. $1,000
\nunless otherwise specified above (provided that any remaining principal amount
\nhereof shall be at least U.S. $1,000 unless otherwise specified above), at the
\nRedemption Price (as defined below), together with unpaid interest accrued
\nhereon to the date fixed for redemption (the “Redemption Date”), on written
\nnotice given to the Holder hereof (in accordance with the provisions of the
\nIndenture) not more than 60 nor less than 30 calendar days prior to the
\nRedemption Date. In the event of redemption of this Note in part only, a new
\nNote of like tenor for the unredeemed portion hereof and otherwise having the
\nsame terms and provisions as this Note shall be issued by the Company in the
\nname of the Holder hereof upon the presentation and surrender hereof.<\/p>\n<\/p>\n<\/p>\n 6<\/p>\n \n
\n<\/p>\nUnless otherwise specified above, the “Redemption Price” shall be the Initial
\nRedemption Percentage specified on the face hereof (as adjusted by the Annual
\nRedemption Percentage Reduction, if any, specified on the face hereof )
\nmultiplied by the principal amount of this Note to be redeemed.<\/p>\n<\/p>\n This Note may be subject to repayment by the Company at the option of the
\nHolder hereof on the Optional Repayment Date(s), if any, specified on the face
\nhereof, in whole or in part in increments of U.S. $1,000 (provided that any
\nremaining principal amount hereof shall be at least U.S. $1,000), at a repayment
\nprice equal to 100% of the principal amount to be repaid, together with unpaid
\ninterest accrued thereon to the date fixed for repayment (the “Repayment Date”).
\nFor this Note to be repaid in whole or in part at the option of the Holder
\nhereof, the Trustee must receive at its corporate trust office not more than 60
\nnor less than 30 calendar days prior to the Repayment Date, this Note with the
\nform entitled “Option to Elect Repayment” below duly completed. Exercise of such
\nrepayment option by the Holder hereof shall be irrevocable. In the event of
\nrepayment of this Note in part only, a new Note of like tenor for the unrepaid
\nportion hereof and otherwise having the same terms and provisions as this Note
\nshall be issued by the Company in the name of the Holder hereof upon the
\npresentation and surrender hereof.<\/p>\n<\/p>\n If the Discount Note box above is checked, the amount payable to the Holder
\nof this Note in the event of redemption, repayment or acceleration of maturity
\nwill be equal to the sum of (i) the Issue Price specified on the face hereof
\n(increased by any accruals of the Discount, as defined below, and reduced by any
\namounts of principal previously paid) and, in the event of any redemption of
\nthis Note (if applicable), multiplied by the Initial Redemption Percentage (as
\nadjusted by the Annual Redemption Percentage Reduction, if applicable) and (ii)
\nany unpaid interest accrued hereon to the Redemption Date, Repayment Date or
\ndate of acceleration of maturity, as the case may be. The difference between the
\nIssue Price specified above and 100% of the principal amount of this Note is
\nreferred to herein as the “Discount”.<\/p>\n<\/p>\n For purposes of determining the amount of Discount that has accrued as of any
\nRedemption Date, Repayment Date or date of acceleration of maturity of this
\nNote, such Discount will be accrued so as to cause the yield on the Note to be
\nconstant. The constant yield will be calculated using a 30-day month, 360-day
\nyear convention, a compounding period that, except for the Initial Period (as
\ndefined below), corresponds to the shortest period between Interest Payment
\nDates (with ratable accruals within a compounding period) and an assumption that
\nthe maturity of this Note will not be accelerated. If the period from the
\nOriginal Issue Date to the initial Interest Payment Date (the “Initial Period”)
\nis shorter than the compounding period for this Note, a proportionate amount of
\nthe yield for an entire compounding period will be accrued. If the Initial
\nPeriod is longer than the compounding period, then such period will be divided
\ninto a regular compounding period and a short period, with the short period
\nbeing treated as provided in the preceding sentence.<\/p>\n<\/p>\n<\/p>\n 7<\/p>\n \n
\n<\/p>\nIf an Event of Default shall occur and be continuing, the principal of the
\nNotes may be accelerated in the manner and with the effect provided in the
\nIndenture.<\/p>\n<\/p>\n The Indenture permits, with certain exceptions as therein provided, the
\namendment thereof and the modification of the rights and obligations of the
\nCompany and the rights of the Holders of any series of Debt Securities to be
\nadversely affected thereby at any time by the Company and the Trustee with the
\nconsent of the Holders of a majority in aggregate principal amount of each
\nseries of Debt Securities at the time outstanding, adversely affected thereby.
\nThe Indenture also contains provisions permitting the Holders of specified
\npercentages in aggregate principal amount of the outstanding Debt Securities of
\neach series, on behalf of the Holders of Debt Securities of such series, to
\nwaive compliance by the Company with certain provisions of the Indenture and
\ncertain past defaults under the Indenture and their consequences. Any such
\nconsent or waiver by the Holder of this Note shall be conclusive and binding
\nupon such Holder and upon all future Holders of this Note and of any Note issued
\nupon the registration of transfer hereof or in exchange herefor or in lieu
\nhereof, whether or not notation of such consent or waiver is made upon this
\nNote.<\/p>\n<\/p>\n No reference herein to the Indenture and no provision of this Note or of the
\nIndenture shall alter or impair the obligation of the Company, which is absolute
\nand unconditional, to pay principal, premium, if any, and interest in respect of
\nthis Note at the times, places and rate or formula, and in the coin or currency,
\nherein prescribed.<\/p>\n<\/p>\n As provided in the Indenture and subject to certain limitations therein set
\nforth, the transfer of this Note may be registered on the Security Register of
\nthe Company upon surrender of this Note for registration of transfer at the
\noffice or agency of the Company in the Borough of Manhattan, The City of New
\nYork, duly endorsed by, or accompanied by a written instrument of transfer in
\nform satisfactory to the Company and the Security Registrar duly executed by,
\nthe Holder hereof or by his attorney duly authorized in writing, and thereupon
\none or more new Notes of Authorized Denominations and for the same aggregate
\nprincipal amount with the same terms and provisions, will be issued by the
\nCompany to the designated transferee or transferees.<\/p>\n<\/p>\n The Notes are issuable only in registered form without coupons and, if
\npayable in U.S. dollars, only in denominations of U.S.$1,000 and any integral
\nmultiple of U.S. $1,000. As provided in the Indenture and subject to certain
\nlimitations therein set forth, Notes of this series are exchangeable for a like
\naggregate principal amount of Notes of this series of a different authorized
\ndenomination, as required by the Holder surrendering the same.<\/p>\n<\/p>\n No service charge shall be made for any such registration of transfer or
\nexchange, but the Company may require payment of a sum sufficient to cover any
\ntax or other governmental charge payable in connection therewith.<\/p>\n<\/p>\n Prior to due presentment of this Note for registration of transfer, the
\nCompany, the Trustee and any agent of the Company or the Trustee may treat the
\nHolder as the owner hereof for all purposes, whether or not this Note be
\noverdue, and neither the Company, the Trustee nor any such agent shall be
\naffected by notice to the contrary, except as required by law.<\/p>\n<\/p>\n<\/p>\n 8<\/p>\n \n
\n<\/p>\nTHE INDENTURE AND THIS NOTE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE
\nWITH, THE LAWS OF THE STATE OF NEW YORK WITHOUT REGARD TO CONFLICT OF LAW
\nPRINCIPLES.<\/p>\n<\/p>\n Capitalized terms used herein without definition which are defined in the
\nIndenture shall have the meanings assigned to them in the Indenture.<\/p>\n<\/p>\n<\/p>\n 9<\/p>\n \n
\n<\/p>\n<\/p>\nABBREVIATIONS<\/p>\n \n The following abbreviations, when used in the inscription on the face of this
\nNote, shall be construed as though they were written out in full according to
\napplicable laws or regulations:<\/p>\n<\/p>\n \n\n\n| \n TEN COM<\/p>\n<\/td>\n | \n – as tenants in common<\/p>\n<\/td>\n | \n UNIF GIFT MIN ACT – ________ Custodian ______<\/p>\n<\/td>\n<\/tr>\n | \n| \n TEN ENT<\/p>\n<\/td>\n | \n – as tenants by the entireties<\/p>\n<\/td>\n | <\/td>\n | \n (Cust) (Minor)<\/p>\n<\/td>\n<\/tr>\n | \n| \n JT TEN<\/p>\n<\/td>\n | \n – as joint tenants with right of survivorship and not as tenants in common\n<\/p>\n<\/td>\n | <\/td>\n | \n Under Uniform Gifts to Minors Act<\/p>\n<\/td>\n<\/tr>\n | \n| <\/td>\n | <\/td>\n | <\/td>\n | \n (State)<\/p>\n<\/td>\n<\/tr>\n | \n| \n Additional abbreviations may also be used though not in the
\nabove list.<\/p>\n<\/td>\n<\/tr>\n<\/tbody>\n<\/table>\n<\/p>\n __________________________________<\/p>\n \n<\/p>\n 10<\/p>\n \n
\n<\/p>\nASSIGNMENT<\/p>\n \n FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and transfer(s)
\nunto<\/p>\n<\/p>\n \n\n\n| \n PLEASE INSERT SOCIAL SECURITY OR<\/p>\n OTHER<\/p>\n IDENTIFYING NUMBER OF ASSIGNEE<\/p>\n<\/td>\n<\/tr>\n | \n| <\/td>\n | <\/td>\n<\/tr>\n<\/tbody>\n<\/table>\n<\/p>\n
\n(Please print or typewrite name and address including postal zip code of
\nassignee)<\/p>\n<\/p>\n<\/p>\n
\nthis Note and all rights thereunder hereby irrevocably constituting and
\nappointing<\/p>\n<\/p>\n<\/p>\n
\nAttorney to transfer this Note on the books of the Company, with full power
\nof substitution in the premises.<\/p>\n<\/p>\n<\/p>\n \n\n\n| \n Dated:<\/p>\n<\/td>\n | <\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| <\/td>\n | <\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| <\/td>\n | <\/td>\n | <\/td>\n | \n Notice: The signature(s) on this Assignment must correspond with the name(s)
\nas written upon the face of this Note in every particular, without alteration or
\nenlargement or any change whatsoever.<\/p>\n<\/td>\n<\/tr>\n<\/tbody>\n<\/table>\n<\/p>\n 11<\/p>\n \n
\n<\/p>\n[OPTION TO ELECT REPAYMENT]<\/p>\n \n The undersigned hereby irrevocably request(s) and instruct(s) the Company to
\nrepay this Note (or portion hereof specified below) pursuant to its terms at a
\nprice equal to 100% of the principal amount to be repaid, together with unpaid
\ninterest accrued hereon to the Repayment Date, to the undersigned, at<\/p>\n<\/p>\n
\n\n\n\n| \n .<\/p>\n<\/td>\n<\/tr>\n<\/tbody>\n<\/table>\n (Please print or typewrite name and address of the
\nundersigned)<\/p>\n \n For this Note to be repaid, the Trustee must receive at its corporate trust
\noffice in the Borough of Manhattan, The City of New York, currently located at
\n101 Barclay Street, New York, New York 10286 not more than 60 nor less than 30
\ncalendar days prior to the Repayment Date, this Note with this “Option to Elect
\nRepayment” form duly completed.<\/p>\n<\/p>\n If less than the entire principal amount of this Note is to be repaid,
\nspecify the portion hereof (which shall be increments of U.S. $1,000 unless
\notherwise specified in the Note, provided that any remaining principal amount
\nshall be at least U.S. $1,000 unless otherwise specified in the Note) which the
\nHolder elects to have repaid and specify the denomination or denominations
\n(which shall be U.S. $1,000 or an integral multiple thereof) of the Notes to be
\nissued to the Holder for the portion of this Note not being repaid (in the
\nabsence of any such specification, one such Note will be issued for the portion
\nnot being repaid).<\/p>\n<\/p>\n \n\n\n| \n Principal Amount to be Repaid:<\/p>\n<\/td>\n | \n $<\/p>\n<\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| \n Dated:<\/p>\n<\/td>\n | <\/td>\n | <\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | \n| <\/td>\n | <\/td>\n | <\/td>\n | <\/td>\n | \n Notice: The signature(s) on this Option to Elect Repayment must correspond
\nwith the name(s) as written upon the face of this Note in every particular,
\nwithout alteration or enlargement or any change whatsoever.<\/p>\n<\/td>\n<\/tr>\n<\/tbody>\n<\/table>\n 12<\/p>\n \n
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