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U X E M B O U R G

MEMORIAL

Journal Officiel

du Grand-Duché de

Luxembourg

MEMORIAL

Amtsblatt

des Großherzogtums

Luxemburg

R E C U E I L D E S S O C I E T E S E T A S S O C I A T I O N S

Le présent recueil contient les publications prévues par la loi modifiée du 10 août 1915 concernant les sociétés commerciales

et par la loi modifiée du 21 avril 1928 sur les associations et les fondations sans but lucratif.

C — N° 1916

20 août 2011

SOMMAIRE

Agir Luxembourg S.A. . . . . . . . . . . . . . . . . . .

91965

Alias Mustang International . . . . . . . . . . . . .

91965

A + P Kieffer Omnitec S.à r.l. . . . . . . . . . . .

91964

Avestus Real Estate (Luxembourg) S.à r.l.

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

91965

Best Way Invest S.A. . . . . . . . . . . . . . . . . . . .

91965

Butterfly Participation S.A. . . . . . . . . . . . . .

91965

CENCOM (Luxembourg) I . . . . . . . . . . . . . .

91966

CENCOM (Luxembourg) II . . . . . . . . . . . . .

91966

Ideal Standard International Topco . . . . . .

91922

Match Est S.à.r.l. . . . . . . . . . . . . . . . . . . . . . . .

91968

Musel-Dental S.A. . . . . . . . . . . . . . . . . . . . . . .

91968

Neptun Lux Holding One S.à r.l. . . . . . . . . .

91968

Neptun Lux Holding Three S.à r.l. . . . . . . .

91968

Neptun Lux Holding Two S.à r.l. . . . . . . . .

91968

Nereo Finance S.A. . . . . . . . . . . . . . . . . . . . . .

91966

New Bati S.A. . . . . . . . . . . . . . . . . . . . . . . . . . .

91966

New Bati S.A. . . . . . . . . . . . . . . . . . . . . . . . . . .

91966

Nikaya SA, SPF . . . . . . . . . . . . . . . . . . . . . . . .

91967

Nordnet Securities Luxembourg S.A. . . . .

91967

Nuclobel Topco 1 S.àr.l. . . . . . . . . . . . . . . . .

91967

Nuclobel Topco 2 S.àr.l. . . . . . . . . . . . . . . . .

91967

Nutrilux S.à r.l. . . . . . . . . . . . . . . . . . . . . . . . .

91967

Özaltin Luxembourg S.A. . . . . . . . . . . . . . . .

91964

RA Rénovations S.à r.l. . . . . . . . . . . . . . . . . .

91964

Yield Invest s.à r.l. . . . . . . . . . . . . . . . . . . . . . .

91964

Yvisa Sàrl . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

91964

91921

U X E M B O U R G

Ideal Standard International Topco, Société en Commandite par Actions.

Siège social: L-5365 Munsbach, 9A, rue Gabriel Lippmann.

R.C.S. Luxembourg B 132.771.

In the year two thousand and eleven, on the twelfth day of April.
Before the undersigned Maître Henri Hellinckx, notary, residing in Luxembourg, Grand Duchy of Luxembourg,
was held an extraordinary general meeting of the shareholders of Ideal Standard International Topco (the “Company”),

a société en commandite par actions incorporated and existing under the laws of the Grand Duchy of Luxembourg, having
its registered office at 9A, rue Gabriel Lippmann, L-5365 Munsbach, Grand Duchy of Luxembourg, registered with the
Luxembourg Trade and Companies' Register under registration number B 132.771, initially incorporated in form of a
société à responsabilité limitée pursuant to a deed of the notary Maître Martine Schaeffer, residing in Luxembourg, on
18 September 2007, published in the Mémorial C, Recueil des Sociétés et Associations (the “Mémorial C”), number 2641
of the 19 November 2007, and converted into a société en commandite par actions pursuant to a deed of the undersigned
notary, residing in Luxembourg, on 24 October 2007, published in the Mémorial C number 2984 of the 22 December
2007. The articles of incorporation of the Company have last been amended pursuant to a deed of the notary Maître
Joseph Elvinger, residing in Luxembourg, on 18 July 2008, published in the Mémorial C, number 128 of the 21 January
2009.

The meeting is opened with Me Katia GAUZES, maître en droit, residing in Luxembourg, in the chair, who appoints

as secretary Me Adrian ALDINGER, Rechtsanwalt, residing in Luxembourg.

The meeting elected as scrutineer Me Yan YANG, maître en droit, residing in Luxembourg.
The board of the meeting having thus been constituted, the chairman declared and requested the notary to state:
I. -That the agenda of the meeting is the following:

Agenda

1. Acknowledgement and approval of the management incentive plan (the “MIP Plan”) in relation to the acquisition of

a proportion of the senior secured debt of the Ideal Standard Group, including, without limitation, the approval of the
issuance of certain different classes of CPECs to certain executives of the Ideal Standard Group, convertible in the
equivalent classes of voting ordinary shares of the Company;

2. Amendment and restatement of the articles of association (the “Articles”) of the Company including, without limi-

tation, by (i) increasing the authorised share capital of the Company through the creation of different classes of shares in
which the newly issued CPECs are convertible (ii) changing the nominal capital of the Company to one euro cent (EUR
0.01) per share and (iii) providing for a distribution waterfall among the securityholders of the Company based on the
type of securities held; and

3. Miscellaneous, including the approval of any ancillary documents and/or actions in connection with the MIP Plan.
II. – That the present meeting was duly convened by means of convening notices which were sent by the Company to

each shareholders by registered mail. Most notices were sent on 4 April 2011 except for a few that were sent on 5 April
2011 but in respect to these, the concerned shareholders have waived their right to the 8-day prior notice.

III. -That based on the attached attendance list, 67% of the share capital, are present or represented at the present

general meeting.

IV. -That the shareholders present or represented, the proxies for the represented shareholders as well as the shares

held by them are shown on an attendance list drafted, organised and certified by the members of the board of the meeting
which, after signature "ne varietur" by the shareholders present, the proxies of the shareholders represented, the board
of the meeting and the public notary, shall remain attached to this deed to be enrolled at the same time.

V. -That the present meeting is regularly constituted and can therefore validly deliberate on the aforementioned agenda.
After approval of the statement of the Chairman and having verified that it was regularly constituted, the meeting

unanimously approved the following resolutions:

First resolution

The general meeting resolves to acknowledge and approve the MIP Plan in relation to the acquisition of a proportion

of the senior secured debt of the Ideal Standard Group, including, without limitation, the approval of the issuance of
certain different classes of convertible preferred equity certificates (the “CPECs”) to certain executives of the Ideal
Standard Group, convertible in the equivalent classes of voting ordinary shares of the Company.

Second resolution

As a result of the abovementioned resolution, the general meeting resolves to amend and restate the Articles of the

Company, which shall now read as follows:

91922

U X E M B O U R G

A. Name - Registered office - Duration - Object

Art. 1. Name. There is hereby established among the subscribers and all those who may become shareholders in the

future, a company in the form of a société en commandite par actions under the name of IDEAL STANDARD INTER-
NATIONAL TOPCO (hereinafter the «Company»).

Art. 2. Registered Office. The registered office of the Company is established in Münsbach, urban district of Schuttrange,

Grand Duchy of Luxembourg. It may be transferred to any other place in the Grand Duchy of Luxembourg by mean of
a resolution of a general meeting of its shareholders. Branches or other offices may be established either in Luxembourg
or abroad

Art. 3. Duration. The Company is established for an unlimited period of time.

Art. 4. Purpose. The purpose of the Company is the holding of interests, in any form whatsoever, in Luxembourg and

foreign companies and any other form of investment, the acquisition by purchase, subscription or in any other manner
as well as the transfer by sale, exchange or otherwise of securities of any kind and the administration, control and
development of its portfolio.

The Company may further acquire by purchase and transfer by sale or exchange any bonds, debentures, warrants,

loans, notes, debt and equity securities and other securities or financial assets of any kind and contracts thereon or related
thereto, provided that any debt asset so acquired shall be fully drawn down at the time of the acquisition.

The Company may borrow in any kind or form and issue bonds and notes.
The Company may further guarantee, grant loans, manage or otherwise assist the companies in which it holds a direct

or indirect participation or which form part of the same group of companies as the Company.

The Company may carry out any commercial, industrial or financial activities which it may deem useful in accomplish-

ment of its purpose.

B. Shareholders Liability

Art. 5. The Commandité is jointly and severally liable for all liabilities which cannot be paid out of the assets of the

Company. The other shareholders (for the avoidance of doubt, not including the Commandité), being the holder(s) of
Ordinary Shares shall refrain from acting on behalf of the Company in any manner or capacity other than by exercising
their rights as shareholders in general meetings and shall only be liable to the extent of their contributions to the Company.

C. Share capital - Shares

Art. 6. Corporate Capital.
6.1. Subscribed Capital.
The subscribed capital of the Company is set at three hundred seventy five thousand twenty one euro and eighty eight

cent (EUR 375,021.88), represented by fully paid-up shares, consisting of:

(a) one million twenty-three thousand five hundred fifty-nine (1,023,559) Class A Ordinary Shares with a nominal value

of one euro-cent (EUR 0.01) each;

(b) eleven million seven hundred forty-nine thousand seven hundred sixty-five (11,749,765) Class B Ordinary Shares

with a nominal value of one euro-cent (EUR 0.01) each;

a nominal value of one euro-cent (EUR 0.01) each;

(d) twelve million five hundred seventy-four thousand and fifty eight (12,574,058) Class D Ordinary Shares with a

nominal value of one euro-cent (EUR 0.01) each;

(e) one (1) Commandité Share with a nominal value of one euro-cent (EUR 0.01).
To the extent that any shares of the classes of shares listed in Article 6.20 are issued by the Company, any such shares

will have the rights and obligations set out below:

6.2 The Super Senior Class 0A Ordinary Shares and Super Senior Class 0B Ordinary Shares.
(a) Description of Super Senior Class 0A Ordinary Shares. All Super Senior Class 0A Ordinary Shares shall be identical

in all respects. All Super Senior Class 0A Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 0A Ordinary Shares purchased or
otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 0A Ordinary Shares is reduced.

(b) Voting Rights of Super Senior Class 0A Ordinary Shares. Each Super Senior Class 0A Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

in all respects. All Super Senior Class 0B Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 0B Ordinary Shares purchased or
otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 0B Ordinary Shares is reduced.

91923

U X E M B O U R G

(d) Voting Rights of Super Senior Class 0B Ordinary Shares. Each Super Senior Class 0B Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

6.3 The Super Senior Class 3A Ordinary Shares and Super Senior Class 4A Ordinary Shares.
(a) Description of Super Senior Class 3A Ordinary Shares. All Super Senior Class 3A Ordinary Shares shall be identical

in all respects. All Super Senior Class 3A Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 3A Ordinary Shares purchased or
otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 3A Ordinary Shares is reduced.

(b) Voting Rights of Super Senior Class 3A Ordinary Shares. Each Super Senior Class 3A Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

in all respects. All Super Senior Class 4A Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 4A Ordinary Shares purchased or
otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 4A Ordinary Shares is reduced.

(d) Voting Rights of Super Senior Class 4A Ordinary Shares. Each Super Senior Class 4A Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

6.4 The Super Senior Class 1A Ordinary Shares and Super Senior Class 2A Ordinary Shares.
(a) Description of Super Senior Class 1A Ordinary Shares. All Super Senior Class 1A Ordinary Shares shall be identical

in all respects. All Super Senior Class 1A Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 1A Ordinary Shares purchased or
otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 1A Ordinary Shares is reduced.

(b) Voting Rights of Super Senior Class 1A Ordinary Shares. Each Super Senior Class 1A Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

in all respects. All Super Senior Class 2A Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 2A Ordinary Shares purchased or
otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 2A Ordinary Shares is reduced.

(d) Voting Rights of Super Senior Class 2A Ordinary Shares. Each Super Senior Class 2A Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

6.5 The Super Senior Class 5A Ordinary Shares and Super Senior Class 6A Ordinary Shares.
(a) Description of Super Senior Class 5A Ordinary Shares. All Super Senior Class 5A Ordinary Shares shall be identical

in all respects. All Super Senior Class 5A Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 5A Ordinary Shares purchased or
otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 5A Ordinary Shares is reduced.

(b) Voting Rights of Super Senior Class 5A Ordinary Shares. Each Super Senior Class 5A Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

in all respects. All Super Senior Class 6A Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 6A Ordinary Shares purchased or
otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 6A Ordinary Shares is reduced.

(d) Voting Rights of Super Senior Class 6A Ordinary Shares. Each Super Senior Class 6A Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

6.6 The Super Senior Class 1B Ordinary Shares and Super Senior Class 1C Ordinary Shares.
(a) Description of Super Senior Class 1B Ordinary Shares. All Super Senior Class 1B Ordinary Shares shall be identical

in all respects. All Super Senior Class 1B Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 1B Ordinary Shares purchased or
otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 1B Ordinary Shares is reduced.

(b) Voting Rights of Super Senior Class 1B Ordinary Shares. Each Super Senior Class 1B Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

in all respects. All Super Senior Class 1C Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 1C Ordinary Shares purchased or

91924

U X E M B O U R G

otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 1C Ordinary Shares is reduced.

(d) Voting Rights of Super Senior Class 1C Ordinary Shares. Each Super Senior Class 6A Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

6.7 The Super Senior Class 0C Ordinary Shares and Super Senior Class 0D Ordinary Shares.
(a) Description of Super Senior Class 0C Ordinary Shares. All Super Senior Class 0C Ordinary Shares shall be identical

in all respects. All Super Senior Class 0C Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 0C Ordinary Shares purchased or
otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 0C Ordinary Shares is reduced.

(b) Voting Rights of Super Senior Class 0C Ordinary Shares. Each Super Senior Class 0C Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

in all respects. All Super Senior Class 0D Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 0D Ordinary Shares purchased or
otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 0D Ordinary Shares is reduced.

(d) Voting Rights of Super Senior Class 0D Ordinary Shares. Each Super Senior Class 0D Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

6.8 The Super Senior Class 3B Ordinary Shares and Super Senior Class 4B Ordinary Shares.
(a) Description of Super Senior Class 3B Ordinary Shares. All Super Senior Class 3B Ordinary Shares shall be identical

in all respects. All Super Senior Class 3B Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 3B Ordinary Shares purchased or
otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 3B Ordinary Shares is reduced.

(b) Voting Rights of Super Senior Class 3B Ordinary Shares. Each Super Senior Class 3B Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

in all respects. All Super Senior Class 4B Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 4B Ordinary Shares purchased or
otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 4B Ordinary Shares is reduced.

(d) Voting Rights of Super Senior Class 4B Ordinary Shares. Each Super Senior Class 4B Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

6.9 The Super Senior Class 1D Ordinary Shares and Super Senior Class 1E Ordinary Shares.
(a) Description of Super Senior Class 1D Ordinary Shares. All Super Senior Class 1D Ordinary Shares shall be identical

in all respects. All Super Senior Class 1D Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 1D Ordinary Shares purchased or
otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 1D Ordinary Shares is reduced.

(b) Voting Rights of Super Senior Class 1D Ordinary Shares. Each Super Senior Class 1D Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

in all respects. All Super Senior Class 1E Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 1E Ordinary Shares purchased or
otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 1E Ordinary Shares is reduced.

(d) Voting Rights of Super Senior Class 1E Ordinary Shares. Each Super Senior Class 1E Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

6.10 The Super Senior Class 5B Ordinary Shares and Super Senior Class 6B Ordinary Shares.
(a) Description of Super Senior Class 5B Ordinary Shares. All Super Senior Class 5B Ordinary Shares shall be identical

in all respects. All Super Senior Class 5B Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 5B Ordinary Shares purchased or
otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 5B Ordinary Shares is reduced.

(b) Voting Rights of Super Senior Class 5B Ordinary Shares. Each Super Senior Class 5B Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

91925

U X E M B O U R G

in all respects. All Super Senior Class 6B Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 6B Ordinary Shares purchased or
otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 6B Ordinary Shares is reduced.

(d) Voting Rights of Super Senior Class 6B Ordinary Shares. Each Super Senior Class 6B Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

6.11 The Super Senior Class 2B Ordinary Shares and Super Senior Class 2C Ordinary Shares.
(a) Description of Super Senior Class 2B Ordinary Shares. All Super Senior Class 2B Ordinary Shares shall be identical

in all respects. All Super Senior Class 2B Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 2B Ordinary Shares purchased or
otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 2B Ordinary Shares is reduced.

(b) Voting Rights of Super Senior Class 2B Ordinary Shares. Each Super Senior Class 2B Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

in all respects. All Super Senior Class 2C Ordinary Shares shall share ratably in the payment of dividends and in any
distribution of assets except as otherwise provided herein. All Super Senior Class 2C Ordinary Shares purchased or
otherwise acquired by the Company shall, if the Commandité so directs, be retired with the effect that the issued number
of Super Senior Class 2C Ordinary Shares is reduced.

(d) Voting Rights of Super Senior Class 2C Ordinary Shares. Each Super Senior Class 6A Ordinary Share will entitle

the holder thereof to one vote on all matters upon which shareholders have the right to vote.

6.12. The Class A Ordinary Shares.
(a) Description. All Class A Ordinary Shares shall be identical in all respects. All Class A Ordinary Shares shall share

ratably in the payment of dividends and in any distribution of assets except as otherwise provided herein. All Class A
Ordinary Shares purchased or otherwise acquired by the Company shall, if the Commandité so directs, be retired with
the effect that the issued number of Class A Ordinary Shares is reduced.

(b) Voting Rights. Each Class A Ordinary Shares will entitle the holder thereof to one vote on all matters upon which

shareholders have the right to vote.

6.13. The Class B Ordinary Shares.
(a) Description. All Class B Ordinary Shares shall be identical in all respects. All Class B Ordinary Shares shall share

ratably in the payment of dividends and in any distribution of assets except as otherwise provided herein. All Class B
Ordinary Shares purchased or otherwise acquired by the Company shall, if the Commandité so directs, be retired with
the effect that the issued number of Class B Ordinary Shares is reduced.

(b) Voting Rights. Each Class B Ordinary Share will entitle the holder thereof to one vote on all matters upon which

shareholders have the right to vote.

6.14. The Class C Ordinary Shares.
(a) Description. All Class C Ordinary Shares shall be identical in all respects. All Class C Ordinary Shares shall share

ratably in the payment of dividends and in any distribution of assets except as otherwise provided herein. All Class C
Ordinary Shares purchased or otherwise acquired by the Company shall, if the Commandité so directs, be retired with
the effect that the issued number of Class C Ordinary Shares is reduced.

(b) Voting Rights. Each Class C Ordinary Share will entitle the holder thereof to one vote on all matters upon which

shareholders have the right to vote.

6.15. The Class D Ordinary Shares.
(a) Description. All Class D Ordinary Shares shall be identical in all respects. All Class D Ordinary Shares shall share

ratably in the payment of dividends and in any distribution of assets except as otherwise provided herein. All Class D
Ordinary Shares purchased or otherwise acquired by the Company shall, if the Commandité so directs, be retired with
the effect that the issued number of Class D Ordinary Shares is reduced.

(b) Voting Rights. Each Class D Ordinary Share will entitle the holder thereof to one vote on all matters upon which

shareholders have the right to vote.

6.16. The Commandité Share(s).
(a) Description. All Commandité Share(s) shall be identical in all respects. All Commandité Share(s) shall share ratably

in the payment of dividends and in any distribution of assets except as otherwise provided herein.

(b) Voting Rights. Each Commandité Share(s) will entitle the holder thereof to one vote on all matters upon which

shareholders have the right to vote.

from time to time be set forth in a separate agreement) and will not be convertible into any other shares.

6.17. Ordinary Share Redemption and Convertibility.

91926

U X E M B O U R G

(a) Redeemable Shares. The Ordinary Shares are redeemable shares in accordance with the provision of article 49-8

of the law of 10 August 1915 on commercial companies, as amended. Redeemable shares bear the same rights to receive
Distributions and have the same voting rights as non-redeemable Ordinary Shares, if any. Except as otherwise provided
herein or in any written agreement which may be entered into among the shareholders of the Company, subscribed and
fully paid-in redeemable shares shall be redeemable on a pro rata basis of redeemable shares of each class held by each
holder upon request of the Company in accordance with the provisions of article 49-8 of the law of 10 August 1915 on
commercial companies, as amended. The redemption of the redeemable shares can only be made by using sums available
for distribution in accordance with article 72-1 of the law of 10 August 1915 on commercial companies (distributable
funds, inclusive of the extraordinary reserve established with the funds received by the Company as an issue premium)
or the proceeds of a new issue made with the purpose of such redemption. Redeemed shares bear no voting rights, and
have no rights to receive dividends or the liquidation proceeds. Redeemed shares may be cancelled upon request of the
Commandité by a positive vote of the general meeting of shareholders held in accordance with Article 12.

(b) Special Reserve. An amount equal to the nominal value, or, in the absence thereof, the accounting par value, of all

the shares redeemed must be included in a reserve which cannot be distributed to the shareholders except in the event
of a capital reduction of the subscribed share capital; the reserve may only be used to increase the subscribed share capital
by capitalization of reserves.

into among the shareholders, the redemption price of the redeemable shares shall be calculated by the Commandité(s),
or by such person appointed by the Commandité(s), on the basis of the net asset value of all assets and liabilities of the
Company. The net asset value of the Company's shares shall be expressed as a per share figure and shall be determined
in respect of any valuation day by dividing the net assets of the Company, being the value of the Company's assets less
its liabilities at close of business on that day, by the number of shares of the Company then outstanding at such close of
business, in accordance with the rules the Commandité(s) shall regard as fair and equitable. In the absence of any bad
faith, gross negligence or overt error, any calculation of the redemption price by the Commandité(s) shall be conclusive
and binding on the Company and on its present, past and future shareholders.

(d) Redemption Procedure. Except as otherwise provided in a written agreement which may be entered into among

the shareholders of the Company at least days (20) days prior to the redemption date, written notice shall be sent by
registered mail or internationally recognized overnight courier to each registered shareholder of the Ordinary Shares to
be redeemed, at his or her address last shown in the shareholders register of the Company, notifying such holder of the
number of shares so to be redeemed, specifying the redemption date, the redemption price and the procedures necessary
to submit the Ordinary Shares to the Company for redemption. Each holder of Ordinary Shares to be redeemed shall
surrender the certificate or certificates, if any, issued in relation to such Ordinary Shares to the Company. The redemption
price of such Ordinary Shares shall be payable to the order of the person whose name appears on the share register as
the owner thereof on the bank account provided to the Company by such shareholder before the redemption date.

(e) Convertibility. The Ordinary Shares shall not be convertible into any other class of shares.
6.18. Distributions.
If any Distribution is determined to be made by the Company's shareholders' meeting and/or by the Commandité

(whether by interim or final dividend, redemption, retirement or otherwise), the holders of Securities will be entitled to
receive Distributions when, as, and if declared by the Company's shareholders meeting and/or by the Commandité out
of funds legally available therefor, in accordance with applicable law, in the following manner and priority:

(a) The Class 3A Securityholders and the Class 3B Securityholders shall be entitled to receive, on a pari passu basis,

such Distributions in accordance with Articles 6.18(c), 6.18(d) and 6.18(e) inclusive only. For the avoidance of doubt, the
Class 3A Securityholders and the Class 3B Securityholders shall not be entitled to participate in any other Distribution.

(b) The Class 4A Securityholders and the Class 4B Securityholders shall be entitled to receive, on a pari passu basis,

such Distributions in accordance with Articles 6.18(f), 6.18(g) and 6.18(h) inclusive only. For the avoidance of doubt, the
Class 4A Securityholders and the Class 4B Securityholders shall not be entitled to participate in any other Distribution.

the Bain Investors or their Affiliates, the holders of the Series 2 PECs, the Super Senior Class 3A Securityholders, the
Super Senior Class 3B Securityholders, the Super Senior Class 0A Securityholders and the Super Senior Class 0C Secu-
rityholders shall be entitled to receive or be allocated, as applicable, amounts equal to their respective percentages of
the aggregate of all such Distributions and USD Proportionate Fees on a pro rata basis:

i. as to ninety four per cent (94%) to the holders of the Series 2 PECs as a whole (pro rata amongst such holders of

the Series 2 PECs based upon the number of Series 2 PECs held by each of them), or in the case of any USD Proportionate
Fees, to the Bain Investors or their Affiliates;

ii. as to two point zero five four six eight eight seven zero six nine three six five one per cent (2.05468870693651 %)

to the Super Senior Class 3A Securityholders and the Super Senior Class 3B Securityholders as a whole (pro rata amongst
such Super Senior Class 3A Securityholders and the Super Senior Class 3B Securityholders based upon the number of
Super Senior Class 3A Securities and Super Senior Class 3B Securities held by each of them); and

iii. as to three point nine four five three one one two nine three zero six three four nine per cent (3.94531129306349%)

to the Super Senior Class 0A Securityholders and Super Senior Class 0C Securityholders as a whole, (pro rata amongst

91927

U X E M B O U R G

such Class Super Senior Class 0A Securityholders and Super Senior Class 0C Securityholders based upon the number of
Super Senior Class 0A Securities and Super Senior Class 0C Securities held by each of them),

until the earlier of (i) such time as the Total USD Proceeds received by the Bain Investors equal the 3x USD Return

and (ii) all principal and yield on the Series 2 PECs is repaid in full. Thereafter, the Company shall have fully repaid all its
obligations under the Super Senior Class 0A Securities and Super Senior Class 0C Securities and the Super Senior Class
0A Securityholders and Super Senior Class 0C Securityholders shall not be entitled to any further Distributions, the 3x
USD Return shall be treated as satisfied and the holders of the Series 2 PECs, the Super Senior Class 3A Securities and
the Super Senior Class 3B Securities shall not be entitled to any further Distributions until the 3x GBP Return is also
satisfied, following which the provisions of Article 6.18(d) shall become effective.

(d) If (i) the Total USD Proceeds received by the Bain Investors equals the 3x USD Return, (ii) the Total GBP Proceeds

received by the Bain Investors equals the 3x GBP Return; and (iii) the outstanding principal and yield on the Series 2 PECs
is greater than zero, concurrently with any further Distributions made on the Series 2 PECs or USD Proportionate Fees
paid to the Bain Investors or their Affiliates, the holders of the Series 2 PECs, the Super Senior Class 3A Securityholders,
the Super Senior Class 3B Securityholders, the Super Senior Class 1A Securityholders and the Super Senior Class 1D
Securityholders shall be entitled to receive or be allocated, as applicable, amounts equal to their respective percentages
of the aggregate of all such Distributions and USD Proportionate Fees on a pro rata basis:

i. as to ninety per cent (90%) to the holders of the Series 2 PECs as a whole (pro rata amongst such holders of the

Series 2 PECs based upon the number of Series 2 PECs held by each of them) or in the case of any USD Proportionate
Fees, to the Bain Investors or their Affiliates;

ii. as to two point zero five four six eight eight seven zero six nine three six five one per cent (2.05468870693651%)

to the Super Senior Class 3A Securityholders and the Class 3B Securityholders as a whole (pro rata amongst such Super
Senior Class 3A Securityholders and the Class 3B Securityholders based upon the number of Super Senior Class 3A
Securities and Super Senior Class 3B Securities held by each of them); and

iii. as to seven point nine four five three one one two nine three zero six three four nine per cent (7.94531129306349%)

to the Super Senior Class 1A Securityholders and Super Senior Class 1D Securityholders as a whole, (pro rata amongst
such Class Super Senior Class 1A Securityholders and Super Senior Class 1D Securityholders based upon the number of
Super Senior Class 1A Securities and Super Senior 1D Securities held by each of them),

until the earlier of (i) such time as the Total USD Proceeds received by the Bain Investors equal the 4x USD Return

and (ii) all principal and yield on the Series 2 PECs is repaid in full. Thereafter, the Company shall have fully repaid all its
obligations under the Super Senior Class 1A Securities and Super Senior Class 1D Securities and the Super Senior Class
1A Securityholders and Super Senior Class 1D Securities shall not be entitled to any further Distributions, the 4x USD
Return shall be treated as satisfied and the holders of the Series 2 PECs and the Super Senior Class 3A Securities and
Super Senior Class 3B Securities shall not be entitled to any further Distributions until the 4x GBP Return is also satisfied,
following which the provisions of Article 6.18(e) shall become effective.

(e) If (i) the Total USD Proceeds received by the Bain Investors equal the 4x USD Return, (ii) the Total GBP Proceeds

received by the Bain Investors equal the 4x GBP Return; and (iii) the outstanding principal and yield on the Series 2 PECs
is greater than zero, concurrently with any further Distributions made on the Series 2 PECs or USD Proportionate Fees
paid to the Bain Investors or their Affiliates, the holders of the Series 2 PECs, the Super Senior Class 3A Securityholders,
the Class 3B Securityholders, the Super Senior Class 5A Securityholders and the Super Senior Class 5B Securityholders
shall be entitled to receive or be allocated, as applicable, amounts equal to their respective percentages of the aggregate
of all such Distributions and USD Proportionate Fees on a pro rata basis:

i. as to eighty-five per cent (85%) to the holders of the Series 2 PECs as a whole (pro rata amongst such holders of

the Series 2 PECs based upon the number of Series 2 PECs held by each of them); or in the case of any USD Proportionate
Fees, to the Bain Investors or their Affiliates;

ii. as to two point zero five four six eight eight seven zero six nine three six five one per cent (2.05468870693651%)

to the Super Senior Class 3A Securityholders and the Super Senior Class 3B Securityholders as a whole (pro rata amongst
such Super Senior Class 3A Securityholders and Super Senior Class 3B Securityholders based upon the number of Super
Senior Class 3A Securities and Super Senior Class 3B Securities held by each of them); and

iii. as to twelve point nine four five three one one two nine three zero six three vour nine per cent

(12.94531129306349%) to the Super Senior Class 5A Securityholders and the Super Senior Class 5B Securityholders as
a whole, (pro rata amongst such Class Super Senior Class 5A Securityholders and the Super Senior Class 5B Security-
holders based upon the number of Super Senior Class 5A Securities and Super Senior Class 5B Securities held by each
of them),

until all principal and yield on the Series 2 PECs is repaid in full. Thereafter, the Company shall have fully repaid all its

obligations under the Super Senior Class 5A Securities and Super Senior Class 5B Securities and the Super Senior Class
5A Securityholders and the Super Senior Class 5B Securityholders, the holders of the Series 2 PECs and the Super Senior
Class 3A Securities and the Super Senior Class 3B Securities shall not be entitled to any further Distributions.

(f) Concurrently with any Distributions made to the holders of the Series 3 PECs or GBP Proportionate Fees paid to

the Bain Investors or their Affiliates, the holders of the Series 3 PECs, the Super Senior Class 4A Securityholders, the
Super Senior Class 4B Securityholders, the Super Senior Class 0B Securityholders and the Super Senior Class 0D Secu-

91928

U X E M B O U R G

rityholders shall be entitled to receive or be allocated, as applicable, amounts equal to their respective percentages of
the aggregate of all such Distributions and GBP Proportionate Fees on a pro rata basis:

i. as to ninety four per cent (94 %) to the holders of the Series 3 PECs as a whole (pro rata amongst such holders of

the Series 3 PECs based upon the number of Series 3 PECs held by each of them) or in the case of any GBP Proportionate
Fees, to the Bain Investors or their Affiliates;

ii. as to two point zero five six eight eight seven zero six nine three six five one per cent (2.05468870693651%) to the

Super Senior Class 4A Securityholders and the Super Senior Class 4B Securityholders as a whole (pro rata amongst such
Super Senior Class 4A Securityholders and the Super Senior Class 4B Securityholders based upon the number of Super
Senior Class 4A Securities and Super Senior Class 4B Securities held by each of them); and

iii. as to three point nine four five three one one two nine three zero six three four nine per cent (3.94531129306349%)

to the Super Senior Class 0B Securityholders and the Super Senior Class 0D Securityholders as a whole, (pro rata amongst
such Class Super Senior Class 0B Securityholders and the Super Senior Class 0D Securityholders based upon the number
of Super Senior Class 0B Securities and Super Senior Class 0D Securities held by each of them),

until the earlier of (i) such time as the Total GBP Proceeds received by the Bain Investors equal the 3x GBP Return

and (ii) all principal and yield on the Series 3 PECs is repaid in full. Thereafter, the Company shall have fully repaid all its
obligations under the Super Senior Class 0B Securities and Super Senior Class 0D Securities and the Super Senior Class
0B Securityholders and the Super Senior Class 0D Securityholders shall not be entitled to any further Distributions, the
3x GBP Return shall be treated as satisfied and the holders of the Series 3 PECs, the Super Senior Class 4A Securities
and Super Senior Class 4B Securities shall not be entitled to any further Distributions until the 3x USD Return is also
satisfied, following which the provisions of Article 6.18(g) shall become effective.

(g) If (i) the Total USD Proceeds received by the Bain Investors equals the 3x USD Return, (ii) the Total GBP Proceeds

received by the Bain Investors equals the 3x GBP Return; and (iii) the outstanding principal and yield on the Series 3 PECs
is greater than zero, concurrently with any further Distributions made on the Series 3 PECs, or GBP Proportionate Fees
paid to the Bain Investors or their Affiliates, the holders of the Series 3 PECs, the Super Senior Class 4A Securityholders,
the Super Senior Class 4B Securityholders, the Super Senior Class 2A Securityholders and the Super Senior Class 1E
Securityholders shall be entitled to receive or be allocated, as applicable, amounts equal to their respective percentages
of the aggregate of all such Distributions and GBP Proportionate Fees on a pro rata basis:

i. as to ninety per cent (90%) to the holders of the Series 3 PECs as a whole (pro rata amongst such holders of the

Series 3 PECs based upon the number of Series 3 PECs held by each of them); or in the case of any GBP Proportionate
Fees, to the Bain Investors or their Affiliates;

ii. as to two point zero five four six eight eight seven zero six nine three six five one per cent (2.05468870693651%)

to the Super Senior Class 4A Securityholders and the Super Senior Class 4B Securityholders as a whole (pro rata amongst
such Super Senior Class 4A Securityholders and the Super Senior Class 4B Securityholders based upon the number of
Super Senior Class 4A Securities and Super Senior Class 4B Securities held by each of them); and

iii. as to seven point nine four five three one one two nine three zero six three four nine per cent (7.94531129306349%)

to the Super Senior Class 2A Securityholders and the Super Senior Class 1E Securityholders as a whole, (pro rata amongst
such Class Super Senior Class 2A Securityholders and Super Senior Class 1E Securityholders based upon the number of
Super Senior Class 2A Securities and Super Senior Class 1E Securities held by each of them),

until the earlier of (i) such time as the Total GBP Proceeds received by the Bain Investors equal the 4x GBP Return

and (ii) all principal and yield on the Series 3 PECs is repaid in full. Thereafter, the Company shall have fully repaid all its
obligations under the Super Senior Class 2A Securities and Super Senior Class 1E Securities and the Super Senior Class
2A Securityholders and the Super Senior Class 1E Securityholders shall not be entitled to any further Distributions, the
4x GBP Return shall be treated as satisfied and the holders of the Series 3 PECs and the Super Senior Class 4A Securities
and the Super Senior Class 4B Securities shall not be entitled to any further Distributions until the 4x USD Return is also
satisfied, following which the provisions of Article 6.18(h) shall become effective.

(h) If (i) the Total USD Proceeds received by the Bain Investors equals the 4x USD Return; (ii) the Total GBP Proceeds

received by the Bain Investors equals the 4x GBP Return; and (iii) the outstanding principal and yield on the Series 3 PECs
is greater than zero, concurrently with any further Distributions made on the Series 3 PECs, or GBP Proportionate Fees
paid to the Bain Investors or their Affiliates, the holders of the Series 3 PECs, the Super Senior Class 4A Securities and
Super Senior Class 4B Securities, the Super Senior Class 6A Securityholders and the Super Class 6B Securityholders shall
be entitled to receive or be allocated, as applicable, amounts equal to their respective percentages of the aggregate of all
such GBP denominated Distributions and GBP Proportionate Fees a pro rata basis:

i. as to eighty-five per cent (85%) to the holders of the Series 3 PECs as a whole (pro rata amongst such holders of

the Series 3 PECs based upon the number of Series 3 PECs held by each of them) or in the case of any GBP Proportionate
Fees, to the Bain Investors or their Affiliates;

ii. as to two point zero five four six eight eight seven zero six nine three six five one per cent (2.05468870693651%)

to the Super Senior Class 4A Securityholders and the Super Senior Class 4B Securityholders as a whole (pro rata amongst
such Super Senior Class 4A Securityholders and Super Senior Class 4B Securityholders based upon the number of Super
Senior Class 4A Securities and Super Senior Class 4B Securities held by each of them); and

91929

U X E M B O U R G

iii. as to twelve point nine four five three one one two nine three zero six three four nine per cent

(12.94531129306349%) to the Super Senior Class 6A Securityholders and the Super Senior Class 6B Securityholders as
a whole, (pro rata amongst such Class Super Senior Class 6A Securityholders and Super Senior Class 6B Securityholders
based upon the number of Super Senior Class 6A Securities and Super Senior Class 6B Securities held by each of them),

until all principal and yield on the Series 3 PECs is repaid in full. Thereafter, the Company shall have fully repaid all its

obligations under the Super Senior Class 6A Securities and the Super Senior Class 6B Securities and the Super Senior
Class 6A Securityholders and the Super Senior Class 6B Securityholders, the holders of the Series 3 PECs, the Super
Senior Class 4A Securities and Super Senior Class 4B Securities shall not be entitled to any further Distributions.

provided that in respect of such Distributions to be made pursuant to Article 6.18(c)(iii), Article 6.18(d)(iii), Article

6.18(e)(iii), Article 6.18(f)(iii), Article 6.18(g)(iii) and this Article 6.18(h)(iii), an amount equal to the Distributions allocated
to such holder multiplied by the holder's relevant Accretion Percentage through and including the payment date of the
Distribution shall be paid to each such Securityholder. Any amount of such allocated Distributions not paid to such
Securityholder as a result of the relevant Securities constituting Non-Accreted Securities, shall be recorded as a liability
of the Company payable to such holder, and cash in respect of such liability shall be segregated into a reserve account
owed to the same holder otherwise entitled to receive such distribution (each, together with those amounts described
in the proviso to Articles 6.18(k) and 6.18(l), a «Super Senior Securityholder Non-Accreted Distribution Amount»). The
Commandité shall procure, to the extent it is able to, that any such reserve account is interest-bearing and is set up in a
manner so as to ensure that no other creditors of the Company shall have any rights in respect of any Securityholder
Non-Accreted Distribution Amount. On each Relevant Anniversary (or the following Business Day) such amount of the
Securityholder's Super Senior Securityholder Non-Accreted Distribution Amount shall be paid to such Securityholder
such that the aggregate Distributions allocated pursuant to Article 6.18(c)(iii), Article 6.18(d)(iii), Article 6.18(e)(iii),
Article 6.18(f)(iii), Article 6.18(g)(iii), this Article 6.18(h)(iii), Article 6.18(j)(iii), Article 6.18(k)(iii) and Article 6.18(l)(iii),
paid to the Securityholder shall be equal to the Accretion Percentage of such aggregate allocated Distributions, until the
Relevant Anniversary in respect of which the Accretion Percentage equals one hundred per cent (100%) (and the Com-
pany's associated liability shall be reduced accordingly). In the event that neither the Executive who subscribed for or
purchased the Super Senior Securities nor any of such Executive's Permitted Transferees, as applicable, holds such Super
Senior Securities then, unless the Commandité in its sole discretion decides otherwise, the Super Senior Securityholder
Non-Accreted Distribution Amount attributable to such Executive's Super Senior Securities shall be re-allocated to the
Company and the associated liability of the Company shall be extinguished accordingly.

(i) After all Distributions have been paid or allocated pursuant to Articles 6.18(a). 6.18(b), 6.18(c) 6.18(d) 6.18(e), 6.18

(f), 6.18(g) and 6.18(h) above, the Super Senior Class 1C Securityholders and the Super Senior Class 2C Securityholders
shall be entitled to receive concurrently, and on a pari passu basis such Distributions in accordance with Articles 6.18(j),
6.18(k) and 6.18(l) inclusive.

(j) Concurrently with any Distributions made on the Series 1 PECs, or further PE Fees paid to the Bain Investors or

their Affiliates, the holders of the Series 1 PECs, the Super Senior Class 1C Securityholders, the Super Senior Class 2C
Securityholders, the Super Senior Class 1B Securityholders and the Super Senior Class 2B Securityholders shall be entitled
to receive or be allocated, as applicable, amounts equal to their respective percentages of the aggregate of all further
Distributions and PE Fees on a pro rata basis:

i. as to ninety per cent (90%) to the holders of the Series 1 PECs as a whole (pro rata amongst such holders of the

Series 1 PECs based upon the number of Series 1 PECs held by each of them) or in the case of any PE Fees, to the Bain
Investors and their Affiliates;

ii. as to two point zero five four six eight eight seven zero six nine three six five one per cent (2.05468870693651%)

to the Super Senior Class 1C Securityholders and Super Senior Class 2C Securityholders as a whole (pro rata amongst
such Super Senior Class 1C Securityholders and Super Senior Class 2C Securityholders based upon the number of Super
Senior Class 1C Securities and Super Senior Class 2C Securities held by each of them);

iii. as to seven point nine four five three one one two nine three zero six three four nine per cent (7.94531129306349%)

to the Super Senior Class 1B Securityholders and the Super Senior Class 2B Securityholders as a whole, (pro rata amongst
such Class Super Senior Class 1B Securityholders and Super Senior Class 2B Securityholders based upon the number of
Super Senior Class 1B Securities and Super Senior Class 2B Securities held by each of them),

until the earlier of (i) such time as the Total EUR Proceeds received by the Bain Investors equal the 4x EUR Return

and (ii) the Company has fully repaid all its obligations under the Series 1 PECs.

(k) If (i) the Total EUR Proceeds received by the Bain Investors equal the 4x EUR Return; (ii) the outstanding principal

and yield on the Series 1 PECs is greater than zero, concurrently with any further Distributions made on the Series 1
PECs, or further PE Fees paid to the Bain Investors or their Affiliates, the holders of the Series 1 PECs, the Super Senior
Class 1C Securities, the Super Senior Class 2C Securities, the Super Senior Class 1B Securityholders and the Super Senior
Class 2B Securityholders shall be entitled to receive or be allocated, as applicable, all further Distributions and PE Fees
on a pro rata basis:

i. as to eighty-five per cent (85%) to the holders of the Series 1 PECs as a whole (pro rata amongst such holders of

the Series 1 PECs based upon the number of Series 1 PECs held by each of them) or in the case of any PE Fees to the
Bain Investors and their Affiliates;

91930

U X E M B O U R G

ii. as to two point zero five four six eight eight seven zero six nine three six five one per cent (2.05468870693651%)

to the Super Senior Class 1C Securityholders and Super Senior Class 2C Securityholders as a whole (pro rata amongst
such the Super Senior Class 1C Securityholders and Super Senior Class 2C Securityholders based upon the number of
Super Senior Class 1C Securities and Super Senior Class 2C Securities held by each of them); and

iii. as to twelve point nine four five three one one two nine three zero six three four nine per cent

(12.94531129306349%) to the Super Senior Class 1B Securityholders and Super Senior Class 2B Securityholders as a
whole, (pro rata amongst such Class Super Senior Class 1B Securityholders and Super Senior Class 2B Securityholders
based upon the number of Super Senior Class 1B Securities and Super Senior Class 2B Securities held by each of them),

until the Company has fully repaid all its obligations under the Series 1 PECs;
provided that all allocated Distributions pursuant to Article 6.18(j)(iii) and Article 6.18(k)(iii) shall be paid to each Super

Senior Class 1B Securityholder and Super Senior Class 2B Securityholder in an amount equal to the Distributions allocated
to such holder multiplied by the holder's relevant Accretion Percentage through and including such payment date. Any
amount of such allocated Distributions not paid to such Super Senior Securityholder as a result of the relevant Super
Senior Class 1B Securities and Super Senior Class 2B Securities constituting Non-Accreted Securities, shall constitute
part of the Super Senior Securityholder Non-Accreted Distribution Amount and be subject to the provisions relating
thereto set out in Article 6.18(h).

To the extent that any Distribution or PE Fees (other than those made pursuant to Articles 6.18(a) to 6.18(k)) inclusive

are determined to be made by the Company's shareholders' meeting and/or by the Commandité (whether by interim or
final dividend, redemption, retirement or otherwise), the holders of Securities will be entitled to receive Distributions
(as the case may be), when, as, and if declared by the Company's shareholders meeting and/or by the Commandité out
of funds legally available therefor, in accordance with applicable law, in the following manner and priority:

(l) concurrently and on a pari passu basis with any Distributions to be made pursuant to Articles 6.18(m) to 6.18(q)

inclusive or the payment of any further PE Fees:

i. the Super Senior Class 1C Securityholders and Super Senior Class 2C Securityholders shall be allocated two point

zero five four six eight eight seven zero six nine three six five one per cent (2.05468870693651%) of all such Distributions
and PE Fees (pro rata amongst such Super Senior Class 1C Securityholders and Super Senior Class 2C Securityholders
based upon the number of Super Senior Class 1C Securities and Super Senior Class 2C Securities held by each of them);
and

ii. the Super Senior Class 1B Securityholders and the Super Senior Class 2B Securityholders shall be allocated twelve

point nine four five three one one two nine three zero six three four nine per cent 12.94531129306349 of all such
Distributions and PE Fees (pro rata amongst such Super Senior Class 1B Securityholders and Super Senior Class 2B
Securityholders based upon the number of Super Senior Class 1B Securities and Super Senior Class 2B Securities held
by each of them);

provided that all allocated Distributions pursuant to Article 6.18(l)(ii) shall be paid to each Super Senior Class 1B

Securityholder and Super Senior Class 2B Securityholder in an amount equal to the Distributions allocated to such holder
multiplied by the holder's relevant Accretion Percentage through and including such payment date. Any amount of such
allocated Distributions not paid to such Super Senior Class 1B Securityholder and Super Senior Class 2B Securityholder
as a result of the relevant Super Senior Class 1B Securities and Super Senior Class 2B Securities constituting Non-Accreted
Securities, shall constitute part of the Super Senior Class 1B Securityholder and Super Senior Class 2B Securityholder
Non-Accreted Distribution Amount and be subject to the provisions relating thereto set out in Article 6.18(h);

(m) concurrently and on a pari passu basis with the Distributions to be made pursuant to Articles 6.18(i) to (l), the

Class A Securityholders shall be entitled to receive all Distributions (other than any amounts distributed pursuant to
Articles 6.18(i) to (l)) made by the Company with respect to its Ordinary Shares on a pari passu basis and such Distri-
butions shall be made pro rata among the Class A Securityholders based on the number of Class A Securities held by
each Class A Securityholder, until such time as the Bain Investors shall have (i) received Aggregate Distributions equal to
the Tranche I Return and (ii) realized an IRR in excess of ten percent (10%) on their investment in Bain Securities;

(n) after the Bain Investors and their Affiliates shall have (i) received Aggregate Distributions (including, for the avoi-

dance of doubt, amounts distributed to the Bain Investors pursuant to Article 6.18(m) above) equal to the Tranche I
Return and (ii) as of the date of any Distribution, including the proceeds of such Distribution, realized an IRR in excess
of ten percent (10%) on their investment in Bain Securities, as described in Article 6.18(m) above, but concurrently and
on a pari passu basis with the Distributions to be made pursuant to Articles 6.18(i) to (l), the Class B Shareholders shall
be entitled to receive or be allocated, as applicable, all Distributions (other than any amounts distributed pursuant to
Articles 6.18(i) to (l)) made by the Company with respect to its Ordinary Shares, and such Distributions shall be allocated
pro rata regardless of a holder's relevant Accretion Percentage among the Class B Shareholders based on the Class B
Ordinary Shares held by each such holder, until such time as the Class B Shareholders shall have received or been allocated
an aggregate amount of Distributions, equal to the product of (x) the aggregate amount of Distributions, if any, made
with respect to the Class A Ordinary Shares since the Bain Investors and their Affiliates received amounts equal to the
Tranche I Return multiplied by (y) a fraction, the numerator of which is the aggregate number of Class B Ordinary Shares
outstanding as of the date of the relevant Distribution and the denominator of which is the aggregate number of Class A
Securities outstanding as of the date of the relevant Distribution;

91931

U X E M B O U R G

(o) thereafter, subject always to Article 6.18(n)(ii) above and concurrently and on a pari passu basis with the Distri-

butions to be made pursuant to Articles 6.18(i) to (l), the Class A Securityholders and the Class B Shareholders shall be
entitled to receive or be allocated, as applicable, all Distributions (other than any amounts distributed pursuant to Articles
6.18(i) to (l)) made by the Company with respect to its Ordinary Shares on a pari passu basis, and such Distributions shall
be allocated pro rata regardless of a holder's relevant Accretion Percentage among the Class A Securityholders and the
Class B Shareholders based on the number of Class A Securities and Class B Ordinary Shares held by each such holder,
until such time as the Bain Investors shall have (i) received Aggregate Distributions, including, for the avoidance of doubt,
amounts distributed to the Bain Investors pursuant to Article 6.18(n) above, equal to the Tranche II Return (the «Tranche
II Distributions») and (ii) realized an IRR in excess of ten per cent (10%) on their investment in Bain Securities; provided
that, all allocated distributions pursuant to this Article 6.18(o) shall be paid (x) fully to each Class A Securityholder, and
(y) to each Class B Shareholder in an amount equal to the Tranche II Distributions apportioned to such holder multiplied
by the holder's relevant Accretion Percentage through and including such payment date. Any amount of such allocated
distributions not paid to such Class B Shareholder, as a result of the relevant Class B Ordinary Shares constituting Non-
Accreted Securities, shall be recorded as a liability of the Company payable to such holder, and cash in respect of such
liability shall be segregated into a reserve account owed to the same holder otherwise entitled to receive such distribution
(each, a «Tranche II Non-Accreted Distribution Amount»). Each Class B Shareholder's Tranche II Non-Accreted Distri-
bution Amount shall be paid ratably, annually on the relevant Executive's Relevant Anniversary or the next Business Day
until the relevant Executive's Accretion Percentage equals one hundred per cent (100%) (and the Company's associated
liability shall be reduced accordingly). In the event that neither the Executive who subscribed for or purchased the Class
B Ordinary Shares nor any of such Executive's Permitted Transferees, as applicable, holds such Class B Ordinary Shares,
then, unless the Commandité in its sole discretion decides otherwise, the remaining Tranche II Non-Accreted Distribution
Amount attributable to such Executive's Class B Ordinary Shares shall be re-allocated to the Company and the associated
liability of the Company shall be extinguished accordingly;

(p) after the Bain Investors shall have (i) received Aggregate Distributions (including, for the avoidance of doubt,

amounts distributed to the Bain Investors pursuant to Articles 6.18(i) to (l) above) equal to the Tranche II Return and
(ii) as of the date of any Distribution, including the proceeds of such Distribution, realized an IRR in excess of ten percent
(10%) on their investment in Bain Securities, but concurrently and on a pari passu basis with the Distributions to be made
pursuant to Articles 6.18(i) to (l), each of the Class A Securityholders, the Class B Shareholders and Class C Shareholders
shall be entitled to receive or be allocated, as applicable, all further Distributions (other than any amounts distributed
pursuant to Articles 6.18(i) to (l)) made by the Company with respect to its Ordinary Shares on a pari passu basis, and
such Distributions shall be allocated pro rata regardless of a holder's relevant Accretion Percentage among the Class A
Securityholders, the Class B Shareholders and the Class C Shareholders based on the number of Class A Securities, Class
B Ordinary Shares, and Class C Ordinary Shares held by each such holder, until such time as the Bain Investors shall have
(i) received Aggregate Distributions, including, for the avoidance of doubt, amounts distributed to the Bain Investors
pursuant to Articles 6.18(i) to (l) above, equal to the Tranche III Return (the «Tranche III Distributions») and (ii) realized
an IRR in excess of 10% on their investment in Bain Securities; provided that, all allocated distributions pursuant to this
Article 6.18(p) shall be paid (i) fully to each Class A Securityholder and (ii) to each Class B Shareholder and each Class
C Shareholder in an amount equal to the Tranche III Distributions apportioned to such holder multiplied by the holder's
relevant Accretion Percentage through and including such payment date. Any amount of such allocated distributions not
paid to such Class B Shareholder or Class C Shareholder, as a result of the relevant Class B Ordinary Shares and/or Class
C Ordinary Shares constituting Non-Accreted Securities, shall be recorded as a liability of the Company payable to such
holder, and cash in respect of such liability shall be segregated into a reserve account owed to the same holder otherwise
entitled to receive such distribution (each, a «Tranche III Non-Accreted Distribution Amount»). Each Class B Sharehol-
der's or Class C Shareholder's Tranche III Non-Accreted Distribution Amount shall be paid ratably, annually on the
relevant Executive's Relevant Anniversary or the next Business Day until the relevant Executive's Accretion Percentage
equals one hundred per cent (100%) (and the Company's associated liability shall be reduced accordingly). In the event
that neither the Executive who subscribed for or purchased the Class B Ordinary Shares or Class C Ordinary Shares, as
applicable, nor any of such Executive's Permitted Transferees, as applicable, holds such Class B Ordinary Shares or Class
C Ordinary Shares, then, unless the Commandité in its sole discretion decides otherwise, the remaining Tranche III Non-
Accreted Distribution Amount attributable to such Executive's Class B Ordinary Shares and Class C Ordinary Shares
shall be re-allocated to the Company and the associated liability of the Company shall be extinguished accordingly;

(q) after the Bain Investors shall have (i) received Aggregate Distributions (including, for the avoidance of doubt,

amounts distributed to the Bain Investors pursuant to Articles 6.18(m), 6.18(o) and 6.18(p) above) equal to the Tranche
III Return and (ii) as of the date of any Distribution, including the proceeds of such Distribution, realized an IRR in excess
of ten per cent (10%) on their investment in Bain Securities, but concurrently and on a pari passu basis with the Distri-
butions to be made pursuant to Articles 6.18(i) to (l), each of the Class A Securityholders, the Class B Shareholders, the
Class C Shareholders, the Class D Shareholders and the Commandité shall be entitled to receive or be allocated, as
applicable, all further Distributions (the «Remaining Distributions») (other than any amounts distributed pursuant to
Articles 6.18(i) to (l)) made by the Company with respect to its Ordinary Shares and Commandité Share(s) on a pari
passu basis, and such Distributions shall be allocated pro rata, regardless of a holder's relevant Accretion Percentage,
among the Class A Securityholders, the Class B Shareholders, the Class C Shareholders, the Class D Shareholders and

91932

U X E M B O U R G

the Commandité based on the number of Class A Securities, Class B Ordinary Shares, Class C Ordinary Shares, Class D
Ordinary Shares and Commandité Shares held by each such holder; provided that, all allocated distributions pursuant to
this Article 6.18(q) shall be paid (x) fully to each Class A Securityholder and the Commandité, and (y) to each Class B
Shareholder, Class C Shareholder and Class D Shareholder in an amount equal to the Remaining Distributions apportioned
to such holder multiplied by the holder's relevant Accretion Percentage through and including such payment date. Any
amount of such allocated distributions not paid to such Class B Shareholder, Class C Shareholder or Class D Shareholder,
as a result of the relevant Class B Ordinary Shares, Class C Ordinary Shares and/or Class D Ordinary Shares constituting
Non-Accreted Securities, shall be recorded as a liability of the Company payable to such holder, and cash in respect of
such liability shall be segregated into a reserve account owed to the same holder otherwise entitled to receive such
distribution (each, a «Remaining Non-Accreted Distribution Amount»). Each Class B Shareholder's, Class C Shareholder's
or Class D Shareholder's Remaining Non-Accreted Distribution Amount shall be paid ratably, annually on the relevant
Executive's Relevant Anniversary or the next Business Day until the relevant Executive's Accretion Percentage equals
one hundred per cent (100%) (and the Company's associated liability shall be reduced accordingly). In the event that
neither the Executive who subscribed for or purchased the Class B Ordinary Shares, Class C Ordinary Shares, or Class
D Ordinary Shares nor any of such Executive's Permitted Transferees, as applicable, holds such Class B Ordinary Shares,
Class C Ordinary Shares or Class D Ordinary Shares, then, unless the Commandité in its sole discretion decides other-
wise, the Remaining Non-Accreted Distribution Amount attributable to such Executive's Class B Ordinary Shares, Class
C Ordinary Shares, and Class D Ordinary Shares shall be re-allocated to the Company and the associated liability of the
Company shall be extinguished accordingly.

6.19. Liquidation Rights.
In the event of a liquidation, after payment of all debts and liabilities of the Company (other than in respect of any

PECs or CPECs), the residual assets of the Company will be distributed to the shareholders in the manner set forth in
Article 6.18 above. Neither a merger nor consolidation of the Company into or with any other entity or entities, nor a
merger or consolidation of any other entity or entities into or with the Company, nor a sale, transfer, lease or exchange
(for cash, securities or other consideration) of all or any part of the assets of the Company shall be deemed to be a
liquidation within the meaning of this Article 6.19, unless such merger, consolidation, sale, transfer, lease or exchange
shall be in connection with or intended to be a plan of complete liquidation, dissolution or winding up of the Company.

6.20. Authorized Capital.
The Company has an authorized capital which is fixed at one hundred forty million six hundred and three thousand

four hundred and one euros and ten cents (EUR 140,603,401.10), including the subscribed capital, represented by:

(a) forty-five thousand three hundred fifty-two (45,352) Super Senior Class 0A Ordinary Shares with a nominal value

of one euro cent (EUR 0.01) each;

(b) seventy-six thousand five hundred thirty-two (76,532) Super Senior Class 0B Ordinary Shares with a nominal value

of one euro cent (EUR 0.01) each;

value of one euro cent (EUR 0.01) each;

(d) forty-eight thousand four hundred sixty-eight (48,468) Super Senior Class 0D Ordinary Shares with a nominal value

of one euro cent (EUR 0.01) each;

(e) five million one hundred seventy-four thousand nine hundred ninety-two (5,174,992) Super Senior Class 3A Or-

dinary Shares with a nominal value of one euro cent (EUR 0.01) each;

(f) three million two hundred seventy-seven thousand three hundred sixty (3,277,360) Super Senior Class 3B Ordinary

Shares with a nominal value of one euro cent (EUR 0.01) each;

(g) one million six hundred forty-seven thousand two hundred six (1,647,206) Super Senior Class 4A Ordinary Shares

with a nominal value of one euro cent (EUR 0.01) each;

(h) one million forty-three thousand one hundred eighty-seven (1,043,187) Super Senior Class 4B Ordinary Shares

with a nominal value of one euro cent (EUR 0.01) each;

(i) sixteen million thirty-four thousand nine hundred seven (16,034,907) Super Senior Class 1A Ordinary Shares with

a nominal value of one euro cent (EUR 0.01) each;

(j) ten million one hundred fifty-five thousand twenty-four (10,155,024) Super Senior Class 1D Ordinary Shares with

a nominal value of one euro cent (EUR 0.01) each;

(k) five million one hundred three thousand nine hundred twenty-nine (5,103,929) Super Senior Class 2A Ordinary

Shares with a nominal value of one euro cent (EUR 0.01) each;

(l) thirty-eight thousand seven hundred seventy-five (38,775) Super Senior Class 2B Ordinary Shares with a nominal

value of one euro-cent (EUR 0.01) each;

(m) thirty-eight thousand seven hundred seventy-five (38,775) Super Senior Class 2C Ordinary Shares with a nominal

value of one euro-cent (EUR 0.01) each;

(n) three million two hundred thirty-two thousand three hundred fifty-five (3,232,355) Super Senior Class 1E Ordinary

Shares with a nominal value of one euro cent (EUR 0.01) each;

91933

U X E M B O U R G

(o) seven million two hundred thirty-nine thousand nine hundred sixty (7,239,960) Super Senior Class 5A Ordinary

Shares with a nominal value of one euro cent (EUR 0.01) each;

(p) four million five hundred eighty-five thousand one hundred twenty (4,585,120) Super Senior Class 5B Ordinary

Shares with a nominal value of one euro cent (EUR 0.01) each;

(q) two million three hundred four thousand four hundred eighty-seven (2,304,487) Super Senior Class 6A Ordinary

Shares with a nominal value of one euro cent (EUR 0.01) each;

(r) one million four hundred fifty-nine thousand four hundred forty-nine (1,459,449) Super Senior Class 6B Ordinary

Shares with a nominal value of one euro cent (EUR 0.01) each;

(s) sixty-one thousand two hundred twenty-five (61,225) Super Senior Class 1B Ordinary Shares with a nominal value

of one euro-cent (EUR 0.01) each;

(t) sixty-one thousand two hundred twenty-five (61,225) Super Senior Class 1C Ordinary Shares with a nominal value

of one euro-cent (EUR 0.01) each;

(u) thirteen billion eight hundred and ninety-five million (13,895,000,000) Class A Ordinary Shares having a nominal

value of one euro-cent (EUR 0.01) per share, which are reserved for issuance at a later time and which are reserved for
issuance upon the conversion of the Series 1 CPECs;

(v) twenty-eight million eight hundred seventy-four thousand two hundred seventy-seven (28,874,277) Class B Ordi-

nary Shares having a nominal value of one euro-cent (EUR 0.01) per share, which are reserved for issuance to any Executive
that subscribes therefor;

(w) twenty-eight million six hundred sixty-three thousand one hundred thirteen (28,663,113) Class C Ordinary Shares

having a nominal value of one euro-cent (EUR 0.01) per share, which are reserved for issuance to any Executive that
subscribes therefor; and

(x) twenty-eight million four hundred forty-four thousand five hundred thirty-four (28,444,534) Class D Ordinary

Shares having a nominal value of one euro-cent (EUR 0.01) per share, which are reserved for issuance to any Executive
that subscribes therefor.

During a period ending five (5) years after the date of publication of the shareholders' resolution to create the au-

thorized capital in the Luxembourg Official Gazette, Mémorial C, Recueil des Sociétés et Associations, the Commandité
is authorized to increase once, or several times, the subscribed capital by causing the Company to issue new shares within
the limits of the authorized capital without reserving a preferential subscription right to the existing shareholders. Such
new shares may be subscribed for and issued under the terms and conditions as the Commandité may in its sole discretion
determine, more specifically in respect to the subscription and payment of the new shares to be subscribed and issued,
such as to determine the time and the amount of the new shares to be subscribed and issued, to determine if the new
shares are to be subscribed with or without an issue premium, to determine to what an extent the payment of the newly
subscribed shares is acceptable either by cash or by assets other than cash. The Commandité may delegate to any duly
authorized director or officer of the Company or to any other duly authorized person, the duties of accepting subscrip-
tions and receiving payment for the new shares representing part or all of such increased amounts of capital. After each
increase of the subscribed capital performed in the legally required form by the Commandité, the present article is, as a
consequence, to be adjusted.

6.21. Amendment of the subscribed and of the authorized capital.
The subscribed and the authorized capital of the Company may be increased or reduced by a decision of the general

meeting of shareholders voting with the same quorum and majority requirements as for the amendment of the present
Articles.

6.22. Definitions.
For the purpose of these Articles:
«3x USD Return» means one billion one hundred eighty-seven million seven hundred forty-seven thousand three

hundred fifty US dollars (USD 1,187,747,350).

«3x GBP Return» means seven hundred eighty-six million three hundred sixteen thousand eight hundred sixty-four

Pounds Sterling (GBP 786,316,864).

«4x USD Return» means one billion five hundred eighty-three million six hundred sixty-three thousand one hundred

thirty-three US dollars (USD 1,583,663,133).

«4x GBP Return» means one billion forty-eight million four hundred twenty-two thousand four hundred eighty-six

Pounds Sterling (GBP 1,048,422,486).

«4x EUR Return» means one billion two hundred eight-four million five hundred thirty-three thousand seven hundred

fifty-seven euros (EUR 1,284,533,757).

«Accretion Percentage» shall mean such percentage as determined pursuant to written agreements between the

holders of Securities and the Company.

«Affiliate» or «Affiliates» means, with respect to any Person, any other Person that, directly or indirectly, Controls, is

Controlled by, or is under common Control with such first Person. Any trust or nominee directly or indirectly holding

91934

U X E M B O U R G

securities principally for the benefit of employees of a party hereto or its Affiliates shall be deemed to be an Affiliate of
such party hereto.

«Aggregate Distributions» means, with respect to the Bain Investors, at any time, the aggregate amount of (i) proceeds

that the Bain Investors and their Affiliates have received with respect to the Bain Securities (excluding, for the avoidance
of doubt, any such proceeds that are used promptly following receipt to purchase Ordinary Shares from other share-
holders) and (ii) any fees which the Bain Investors or their Affiliates receive from the Company or any of its Subsidiaries
for services rendered to the Company and its Subsidiaries.

«Articles» means the articles of association of the Company as amended from time to time.
«Bain Investor» means Bain Capital Ideal Standard L.P. and any of its Affiliates, and assignees or transferees of any

interest in the Company directly from it and «Bain Investors» means more than one of them.

«Bain Securities» means (i) the Series 1 PECs and Series 1 CPECs and Class A Ordinary Shares, issued by the Company

to the Bain Investors, (ii) any other Equity Securities or PECs (but excluding for the avoidance of doubt, the Series 2 PECs
and Series 3 PECs) of the Company held by the Bain Investors and (iii) any securities issued or issuable directly or indirectly
with respect to the Securities referred to in clauses (i) or (ii) above by way of a dividend or split or in connection with
a combination of securities, recapitalization, merger, consolidation or other reorganization including a recapitalization or
exchange, notwithstanding any subsequent Transfer or assignment to other holders thereof. Such Securities shall continue
to be Bain Securities in the hands of any subsequent or future holder (except for the Company and transferees in a Public
Sale (as such term is defined in written agreements between the holders of Securities and the Company)).

«Cash Injection» has the meaning provided in the Luxco2 Articles.
«Cayman LP» means ISI Cayman D, L.P.
«Cayman LP Proceeds» means all principal, interest and other amounts paid or transferred to Cayman LP by or on

behalf of the Company and its Subsidiaries.

«Class 0A Securityholders» means the holders of Class 0A Securities.
«Class 0A Securities» means the Super Senior Class 0A Ordinary Shares and the Super Senior Series 0A CPECs.
«Class 0B Securityholders» means the holders of Class 0B Securities.
«Class 0B Securities» means the Super Senior Class 0B Ordinary Shares and the Super Senior Series 0B CPECs.
«Class 0C Securityholders» means the holders of Class 0C Securities.
«Class 0C Securities» means the Super Senior Class 0C Ordinary Shares and the Super Senior Series 0C CPECs.
«Class 0D Securityholders» means the holders of Class 0D Securities.
«Class 0D Securities» means the Super Senior Class 0D Ordinary Shares and the Super Senior Series 0D CPECs.
«Class 1 Securityholders» means the holders of Series 1 CPECs.
«Class 1A Securityholders» means the holders of Class 1A Securities.
«Class 1A Securities» means the Super Senior Class 1A Ordinary Shares and the Super Senior Series 1A CPECs.
«Class 1B Securityholders» means the holders of Class 1B Securities.
«Class 1B Securities» means the Super Senior Class 1B Ordinary Shares and the Super Senior Series 1B CPECs.
«Class 1C Securityholders» means the holders of Class 1C Securities.
«Class 1C Securities» means the Super Senior Class 1C Ordinary Shares and the Super Senior Series 1C CPECs.
«Class 1D Securityholders» means the holders of Class 1D Securities.
«Class 1D Securities» means the Super Senior Class 1D Ordinary Shares and the Super Senior Series 1D CPECs.
«Class 1E Securityholders» means the holders of Class 1E Securities.
«Class 1E Securities» means the Super Senior Class 1E Ordinary Shares and the Super Senior Series 1E CPECs.
«Class 2A Securityholders» means the holders of Class 2A Securities.
«Class 2A Securities» means the Super Senior Class 2A Ordinary Shares and the Super Senior Series 2A CPECs.
«Class 2B Securityholders» means the holders of Class 2B Securities.
«Class 2B Securities» means the Super Senior Class 2B Ordinary Shares and the Super Senior Series 2B CPECs.
«Class 3A Securityholders» means the holders of Class 3A Securities.
«Class 3A Securities» means the Super Senior Class 3A Ordinary Shares and the Super Senior Series 3A CPECs.
«Class 3B Securityholders» means the holders of Class 3B Securities.
«Class 3B Securities» means the Super Senior Class 3B Ordinary Shares and the Super Senior Series 3B CPECs.
«Class 4A Securityholders» means the holders of Class 4A Securities.
«Class 4A Securities» means the Super Senior Class 4A Ordinary Shares and the Super Senior Series 4A CPECs.
«Class 4B Securityholders» means the holders of Class 4B Securities.
«Class 4B Securities» means the Super Senior Class 4B Ordinary Shares and the Super Senior Series 4B CPECs.
«Class 5A Securityholders» means the holders of Class 5A Securities.
«Class 5A Securities» means the Super Senior Class 5A Ordinary Shares and the Super Senior Series 5A CPECs.

91935

U X E M B O U R G

«Class 5B Securityholders» means the holders of Class 5B Securities.
«Class 5B Securities» means the Super Senior Class 5B Ordinary Shares and the Super Senior Series 5B CPECs.
«Class 6A Securityholders» mean the holders of Class 6A Securities.
«Class 6A Securities» means the Super Senior Class 6A Ordinary Shares and the Super Senior Series 6A CPECs.
«Class 6B Securityholders» means the holders of Class 6B Securities.
«Class 6B Securities» means the Super Senior Class 6B Ordinary Shares and the Super Senior Series 6B CPECs.
«Class A Securities» means the Class A Ordinary Shares and the Series 1 CPECs.
«Class A Securityholders» means the holders of Class A Securities.
«Class B Shareholders» means the holders of Class B Ordinary Shares of the Company.
«Class C Shareholders» means the holders of Class C Ordinary Shares of the Company.
«Class D Shareholders» means the holders of Class D Ordinary Shares of the Company.
«Commandité» has the meaning provided in Article 8.
«Commandité Share(s)» means the Commandité share(s) from time to time issued by the Company.
«Company» has the meaning provided in Article 1.
«Control» means in respect of a Person, the power to manage or govern such Person, or to appoint the managing

and governing bodies of such Person, or a majority of the members thereof if they decide collectively, whether through
the ownership of voting securities, by contract or otherwise (in such respect, a limited partnership shall be deemed to
be Controlled by its general partner).

«Distribution» means each distribution made by the Company to holders of Securities, whether in cash, property, or

securities of the Company, and whether by dividend, yield, interest, redemption, retirement, liquidating distribution,
recapitalization or otherwise; provided that, none of the following shall be a Distribution: (i) any redemption or repurchase
by the Company of any Securities held by an Executive or by any former Executive or any such Person's Permitted
Transferees upon or following the termination of the relevant Executive's employment with the Company or any of its
Subsidiaries, or (ii) any recapitalization or exchange of any outstanding Securities, or any subdivision (by stock split, stock
dividend or otherwise) of any outstanding Securities, in each case involving only the receipt of equity securities in exchange
for or in connection with any such recapitalization, subdivision or combination.

«Exchange Rate» means:
(a) in the case of USD to Euro zero point eight one one one five five two seven(0.81115527).
(b) in the case of sterling to Euro one point two two five two zero six two two six (1.225206226).
«Executive» means at any time, any natural Person employed by or authentically acting as an officer of the Company

or any of its Subsidiaries at such time.

«Family Group» means, with respect to any natural Person, such Person's parents (whether natural or by adoption),

spouse and descendants (whether natural or by adoption) and any trust (whether arising under a settlement inter vivos,
a testamentary disposition or an intestacy) solely for the benefit of such Person and/or such Person's parents, spouse
and/or descendants.

«GBP Proportionate Fees» means forty-two point three nine per cent (42.39%) of all PE Fees but excluding all PE Fees

which have been paid and Distributions allocated in connection therewith pursuant to the Luxco 2 Articles.

«IRR» means the cumulative internal rate of return of the Bain Investors (calculated as provided below), as of any date,

where the internal rate of return for the Bain Investors shall be the annually compounded discount rate which results in
the following amount having a net present value equal to zero: (i) the amount of Aggregate Distributions, if any, distributed
to the Bain Investors from time to time on a cumulative basis through such date, minus (ii) the aggregate amount invested
by the Bain Investors to subscribe for Bain Securities. In determining the IRR, the following shall apply: (a) distributions
shall be deemed to have been made on the last day of the month in which they are made; (b) all distributions shall be
based on the amount distributed prior to the application of any taxation to the Bain Investors which arises from each
Bain Investor's subjective identity as a Securityholder (including, but not limited to, income taxation); (c) the rates of
return shall be per annum rates and all amounts shall be calculated on an annually compounded basis, and on the basis of
a 360-day year.

«Luxco 2» means ISI Luxco 2 S.C.A., a société en commandite par actions (limited partnership by shares) organized

and existing under the laws of the Grand Duchy of Luxembourg, having its registered office at 9a rue Gabriel Lippmann,
L-5365 Munsbach, and registered with the Luxembourg Trade and Companies’ Register under number B 153707.

«Luxco 2 Articles» means the Luxco 2 Articles.
«Luxco 2 Proceeds» means (a) all Distributions (as such terms are defined in the Luxco 2 Articles, but excluding PE

Fees) paid or transferred to the Bain Investors (as such term is defined in the Luxco 2 Articles) in relation to the Bain
Securities (as such term is defined in the Luxco 2 Articles) and (b) all proceeds paid or transferred to the Bain Investors
(as such term is defined in the Luxco 2 Articles) in respect of the Bain Securities (as such term is defined in the Luxco 2
Articles) (to the extent not counted under paragraph (a) above), but excluding PE Fees.

91936

U X E M B O U R G

«Non-Accreted Securities» shall have the meaning provided to such term in written agreements between the holders

of Securities and the Company.

«Ordinary Shares» means the duly authorized and issued ordinary shares of the Company.
«Permitted Transferees» means (i) in the case of any holder of Ordinary Shares who is a natural Person, the Person

entitled to receive such holder's Ordinary Shares pursuant to applicable laws of descent and distribution, or any of such
Person's Family Group and (ii) in the case of any other Person, any of its Affiliates.

«Person» means an individual, a partnership, a corporation, a limited liability company, an association, a joint stock

company, a trust, a joint venture, an unincorporated organization and a governmental entity or any department, agency
or political subdivision thereof.

«Relevant Anniversary» in relation to any Securities, shall mean such anniversary as determined pursuant to written

agreements between the holders of such Securities and the Company.

«Remaining Distributions» has the meaning provided in Article 6.18(j).
«Remaining Non-Accreted Distribution Amount» has the meaning provided in Article 6.18(j).
«Securities» means any and all duly authorized and issued securities of the Company.
«Series 1 CPECs» means the Series 1 convertible preferred equity certificates which may be issued by the Company

from time to time.

«Series 1 PECs» means the Series 1 preferred equity certificates which may be issued by the Company from time to

time.

«Series 2 PECs» means the Series 2 preferred equity certificates which may be issued by the Company from time to

time.

«Series 3 PECs» means the Series 3 preferred equity certificates which may be issued by the Company from time to

time.

«Subsidiary» or «Subsidiaries» means, with respect to any Person, any or all other Person(s) of which a majority of

the total voting power of shares of stock or other equity interests entitled (without regard to the occurrence of any
contingency) to vote in the election of directors, managers or trustees thereof is at the time owned or controlled, directly
or indirectly, by such Person or one or more of its other Subsidiaries or a combination thereof. For purposes hereof, a
Person or Persons shall be deemed to have a majority ownership interest in a limited liability company, partnership,
association or other business entity if such Person or Persons shall be allocated a majority of limited liability company,
partnership, association or other business entity gains or losses or shall Control such entity.

«Super Senior Securities» means the Class 0A Securities, the Class 0B Securities, the Class 1A Securities, the Class

2A Securities, the Class 5A Securities, the Class 6A Securities, the Class 1B Securities

«Super Senior Series 0A CPECs» means the Series 0A convertible preferred equity certificates which may be issued