TTWO · Take Two Interactive Software Inc · Financials

Source evidence: (c) Notwithstanding the restrictions set forth in Section 5.01(a) above, the Company and its Subsidiaries shall be permitted to incur Indebtedness secured by Liens which would otherwise be subject to the restrictions set forth in Section 5.01(a) above without equally and ratably securing the Notes; provided that, after giving effect to such Indebtedness and the retirement of any Indebtedness secured by Liens (other than Liens described in clauses (i) through (xxv) of Section 5.01(b) above) that is being retired substantially concurrently with such incurrence, the aggregate amount of all Indebtedness secured by Liens (not including Liens permitted under clauses (i) through (xxv) of Section 5.01(b) above), together with all Attributable Debt outstanding pursuant to Section 5.02(b) below, does not exceed 7.5% of the Company’s Consolidated Total Assets. The Company and its Subsidiaries also may, without equally and ratably securing the Notes, create or incur Liens that extend, renew, substitute or replace (including successive extensions, renewals, substitutions or replacements), in whole or in part, any Lien permitted pursuant to the preceding sentence.

Target identity evidence: FIRST SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.300% Senior Notes due 2024 (the “Notes”), on the terms set forth herein;

Target identity evidence: (a) There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.300% Senior Notes due 2024.” The changes, modifications and supplements to the Base Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes and shall not apply to any other Series of Securities that may be issued under the Base Indenture unless a supplemental indenture with respect to such other Series of Securities specifically incorporates such changes, modifications and supplements.

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.300% Senior Notes due 2024.”

Source evidence: (a) The Company shall not, and shall not permit any of its Subsidiaries to, create or incur any Lien upon any Principal Property of the Company or any of its Subsidiaries (whether now existing or owned or hereafter created or acquired), in order to secure any Indebtedness of the Company or any of its Subsidiaries unless prior to or at the same time, the Notes (together with, at the Company’s option, any other Indebtedness or guarantees of the Company or any of its Subsidiaries ranking equally in right of payment with the Notes or such guarantee) are equally and ratably secured with or, at the Company’s option, prior to, such secured Indebtedness, until such time as such Indebtedness or guarantees are no longer secured by such Lien or such Principal Property is no longer owned by the Company or any of its Subsidiaries.

Target identity evidence: FIRST SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.300% Senior Notes due 2024 (the “Notes”), on the terms set forth herein;

Target identity evidence: (a) There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.300% Senior Notes due 2024.” The changes, modifications and supplements to the Base Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes and shall not apply to any other Series of Securities that may be issued under the Base Indenture unless a supplemental indenture with respect to such other Series of Securities specifically incorporates such changes, modifications and supplements.

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.300% Senior Notes due 2024.”

Source evidence: (a) If a Change of Control Repurchase Event occurs with respect to the Notes, unless the Company shall have exercised its option to redeem the Notes pursuant to Section 4.01 of this Supplemental Indenture, each Holder of the Notes shall have the right to require the Company to repurchase all or any part (in a minimum amount of $2,000 and multiples of $1,000 in excess thereof) of that Holder’s Notes at a repurchase price in cash equal to 101% of the aggregate principal amount of the Notes to be repurchased plus any accrued and unpaid interest on such Notes to, but excluding, the repurchase date. Within 30 days following any Change of Control Repurchase Event or, at the option of the Company, prior to any Change of Control, but after the public announcement of the Change of Control or event that may constitute the Change of Control, the Company shall deliver a notice (the “Change of Control Notice”) to each Holder of such Notes, with a copy to the Trustee, describing the transaction or transactions that constitute or may constitute the Change of Control Repurchase Event and offering (the “Change of Control Offer”) to repurchase such Notes on the repurchase date specified in the notice at the option of the Holders, which date (the “Change of Control Payment Date”) shall be no earlier than 30 days and no later than 60 days from the date such notice is delivered. The Change of Control Notice shall, if delivered prior to the date of consummation of the Change of Control, state that the Company’s obligation to repurchase the Notes is conditioned on a Change of Control Repurchase Event occurring on or prior to the Change of Control Payment Date.

Target identity evidence: FIRST SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.300% Senior Notes due 2024 (the “Notes”), on the terms set forth herein;

Target identity evidence: (a) There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.300% Senior Notes due 2024.” The changes, modifications and supplements to the Base Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes and shall not apply to any other Series of Securities that may be issued under the Base Indenture unless a supplemental indenture with respect to such other Series of Securities specifically incorporates such changes, modifications and supplements.

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.300% Senior Notes due 2024.”

Target scope evidence: (a) If a Change of Control Repurchase Event occurs with respect to the Notes, unless the Company shall have exercised its option to redeem the Notes pursuant to Section 4.01 of this Supplemental Indenture, each Holder of the Notes shall have the right to require the Company to repurchase all or any part (in a minimum amount of $2,000 and multiples of $1,000 in excess thereof) of that Holder’s Notes at a repurchase price in cash equal to 101% of the aggregate principal amount of the Notes to be repurchased plus any accrued and unpaid interest on such Notes to, but excluding, the repurchase date.

Source evidence: (e) If Holders of not less than 90% in aggregate principal amount of the outstanding Notes validly tender and do not withdraw such Notes in a Change of Control Offer and the Company, or any third party making a Change of Control Offer in lieu of the Company pursuant to Section 4.02(d) above, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company shall have the right, upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following such purchase pursuant to the Change of Control Offer described in Section 4.02(b) above, to redeem all Notes that remain outstanding following such purchase at a Redemption Price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding the Redemption Date (subject to the right of Holders of record on a Record Date to receive interest on the relevant Interest Payment Date).

Target identity evidence: FIRST SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.300% Senior Notes due 2024 (the “Notes”), on the terms set forth herein;

Target identity evidence: (a) There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.300% Senior Notes due 2024.” The changes, modifications and supplements to the Base Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes and shall not apply to any other Series of Securities that may be issued under the Base Indenture unless a supplemental indenture with respect to such other Series of Securities specifically incorporates such changes, modifications and supplements.

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.300% Senior Notes due 2024.”

Target scope evidence: (e) If Holders of not less than 90% in aggregate principal amount of the outstanding Notes validly tender and do not withdraw such Notes in a Change of Control Offer and the Company, or any third party making a Change of Control Offer in lieu of the Company pursuant to Section 4.02(d) above, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company shall have the right, upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following such purchase pursuant to the Change of Control Offer described in Section 4.02(b) above, to redeem all Notes that remain outstanding following such purchase at a Redemption Price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding the Redemption Date (subject to the right of Holders of record on a Record Date to receive interest on the relevant Interest Payment Date).

Source evidence: (d) Notwithstanding the foregoing in this Section 4.02, the Company shall not be required to make a Change of Control Offer in connection with a Change of Control Repurchase Event if a third party makes such an offer in connection with such Change of Control Repurchase Event in the manner and at the times required and otherwise in compliance with the requirements for such a Change of Control Offer made by the Company, and such third party purchases all Notes properly tendered and not withdrawn under its offer.

Target identity evidence: FIRST SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.300% Senior Notes due 2024 (the “Notes”), on the terms set forth herein;

Target identity evidence: (a) There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.300% Senior Notes due 2024.” The changes, modifications and supplements to the Base Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes and shall not apply to any other Series of Securities that may be issued under the Base Indenture unless a supplemental indenture with respect to such other Series of Securities specifically incorporates such changes, modifications and supplements.

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.300% Senior Notes due 2024.”

Target scope evidence: (d) Notwithstanding the foregoing in this Section 4.02, the Company shall not be required to make a Change of Control Offer in connection with a Change of Control Repurchase Event if a third party makes such an offer in connection with such Change of Control Repurchase Event in the manner and at the times required and otherwise in compliance with the requirements for such a Change of Control Offer made by the Company, and such third party purchases all Notes properly tendered and not withdrawn under its offer.

Source evidence: (f) The Company shall comply with the requirements of Rule 14e-1 under the Exchange Act and any other securities laws and regulations thereunder to the extent those laws and regulations are applicable in connection with any repurchase of the Notes as a result of a Change of Control Repurchase Event. To the extent the provisions of any such securities laws or regulations conflict with this Section 4.02, the Company shall comply with those securities laws and regulations and shall not be deemed to have breached its obligations under this Section 4.02 by virtue thereof; provided that the Company otherwise uses commercially reasonable efforts to permit Holders to exercise their rights and to fulfill its obligations in the time and in the manner specified in this Section 4.02 to the extent permitted by such securities laws or regulations

Target identity evidence: FIRST SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.300% Senior Notes due 2024 (the “Notes”), on the terms set forth herein;

Target identity evidence: (a) There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.300% Senior Notes due 2024.” The changes, modifications and supplements to the Base Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes and shall not apply to any other Series of Securities that may be issued under the Base Indenture unless a supplemental indenture with respect to such other Series of Securities specifically incorporates such changes, modifications and supplements.

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.300% Senior Notes due 2024.”

Target scope evidence: (f) The Company shall comply with the requirements of Rule 14e-1 under the Exchange Act and any other securities laws and regulations thereunder to the extent those laws and regulations are applicable in connection with any repurchase of the Notes as a result of a Change of Control Repurchase Event. To the extent the provisions of any such securities laws or regulations conflict with this Section 4.02, the Company shall comply with those securities laws and regulations and shall not be deemed to have breached its obligations under this Section 4.02 by virtue thereof; provided that the Company otherwise uses commercially reasonable efforts to permit Holders to exercise their rights and to fulfill its obligations in the time and in the manner specified in this Section 4.02 to the extent permitted by such securities laws or regulations

Source evidence: (a) In the event that the Company does not consummate the Combination on or prior to January 9, 2023, or if prior to such date, the Merger Agreement is terminated, then the Company will redeem all of the Notes (the “Special Mandatory Redemption”) on the Special Mandatory Redemption Date at a Redemption Price equal to 101% of the principal amount of the Notes, plus accrued and unpaid interest from the date of issuance of the Initial Notes to, but excluding, the Special Mandatory Redemption Date (subject to the right of Holders of record on a Record Date to receive interest on the relevant Interest Payment Date) (the “Special Mandatory Redemption Price”).

Target identity evidence: FIRST SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.300% Senior Notes due 2024 (the “Notes”), on the terms set forth herein;

Target identity evidence: (a) There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.300% Senior Notes due 2024.” The changes, modifications and supplements to the Base Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes and shall not apply to any other Series of Securities that may be issued under the Base Indenture unless a supplemental indenture with respect to such other Series of Securities specifically incorporates such changes, modifications and supplements.

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.300% Senior Notes due 2024.”

Source evidence: In the event that, on the date that is 90 days following the date of the issuance of the Initial Notes, an aggregate principal amount of Zynga Convertible Notes greater than or equal to $250,000,000 remain outstanding, then on or prior to such 90th day, Zynga shall duly execute and deliver to the Trustee a supplemental indenture, substantially in the form attached to this Supplemental Indenture as Exhibit B, pursuant to which Zynga shall guarantee the obligations under the Notes, together with (a) an Officers’ Certificate and such other documents and certificates relating to the organization, existence and good standing of Zynga, the authorization of entering into such guaranty and other legal matters relating thereto and (b) a signed copy of a favorable Opinion of Counsel, addressed to the Trustee, of counsel for Zynga, as to the matters contained in clause (a) above, enforceability and such other matters.

Target identity evidence: FIRST SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.300% Senior Notes due 2024 (the “Notes”), on the terms set forth herein;

Target identity evidence: (a) There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.300% Senior Notes due 2024.” The changes, modifications and supplements to the Base Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes and shall not apply to any other Series of Securities that may be issued under the Base Indenture unless a supplemental indenture with respect to such other Series of Securities specifically incorporates such changes, modifications and supplements.

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.300% Senior Notes due 2024.”

Source evidence: Notwithstanding the restrictions set forth in Section 5.01(a) above, the Company and its Subsidiaries shall be permitted to incur Indebtedness secured by Liens which would otherwise be subject to the restrictions set forth in Section 5.01(a) above without equally and ratably securing the Notes; provided that, after giving effect to such Indebtedness and the retirement of any Indebtedness secured by Liens (other than Liens described in clauses (i) through (xxv) of Section 5.01(b) above) that is being retired substantially concurrently with such incurrence, the aggregate amount of all Indebtedness secured by Liens (not including Liens permitted under clauses (i) through (xxv) of Section 5.01(b) above), together with all Attributable Debt outstanding pursuant to Section 5.02(b) below, does not exceed 7.5% of the Company's Consolidated Total Assets.

Target identity evidence: TAKE-TWO INTERACTIVE SOFTWARE, INC.

Target identity evidence: 3.550% Senior Notes due 2025

Target identity evidence: Second Supplemental Indenture

Target identity evidence: Dated as of April 14, 2022

Target identity evidence: Indenture dated as of April 14, 2022

Target identity evidence: SECOND SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.550% Senior Notes due 2025 (the “Notes”), on the terms set forth herein;

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.550% Senior Notes due 2025.”

Target identity evidence: TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the "Company"), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the "Trustee").

Target identity evidence: SECOND SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this "Supplemental Indenture"), to the Indenture dated as of April 14, 2022

Target identity evidence: the Company of a Series of Securities designated as its 3.550% Senior Notes due 2025 (the "Notes")

Target identity evidence: CUSIP No.: 874054AF6

Target identity evidence: ISIN No.: US874054AF63

Target scope evidence: Notwithstanding the restrictions set forth in Section 5.01(a) above, the Company and its Subsidiaries shall be permitted to incur Indebtedness secured by Liens which would otherwise be subject to the restrictions set forth in Section 5.01(a) above without equally and ratably securing the Notes; provided that, after giving effect to such Indebtedness and the retirement of any Indebtedness secured by Liens (other than Liens described in clauses (i) through (xxv) of Section 5.01(b) above) that is being retired substantially concurrently with such incurrence, the aggregate amount of all Indebtedness secured by Liens (not including Liens permitted under clauses (i) through (xxv) of Section 5.01(b) above), together with all Attributable Debt outstanding pursuant to Section 5.02(b) below, does not exceed 7.5% of the Company's Consolidated Total Assets.

Source evidence: The Company shall not, and shall not permit any of its Subsidiaries to, create or incur any Lien upon any Principal Property of the Company or any of its Subsidiaries (whether now existing or owned or hereafter created or acquired), in order to secure any Indebtedness of the Company or any of its Subsidiaries unless prior to or at the same time, the Notes (together with, at the Company's option, any other Indebtedness or guarantees of the Company or any of its Subsidiaries ranking equally in right of payment with the Notes or such guarantee) are equally and ratably secured with or, at the Company's option, prior to, such secured Indebtedness, until such time as such Indebtedness or guarantees are no longer secured by such Lien or such Principal Property is no longer owned by the Company or any of its Subsidiaries.

Target identity evidence: TAKE-TWO INTERACTIVE SOFTWARE, INC.

Target identity evidence: 3.550% Senior Notes due 2025

Target identity evidence: Second Supplemental Indenture

Target identity evidence: Dated as of April 14, 2022

Target identity evidence: Indenture dated as of April 14, 2022

Target identity evidence: SECOND SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.550% Senior Notes due 2025 (the “Notes”), on the terms set forth herein;

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.550% Senior Notes due 2025.”

Target identity evidence: TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the "Company"), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the "Trustee").

Target identity evidence: SECOND SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this "Supplemental Indenture"), to the Indenture dated as of April 14, 2022

Target identity evidence: the Company of a Series of Securities designated as its 3.550% Senior Notes due 2025 (the "Notes")

Target identity evidence: CUSIP No.: 874054AF6

Target identity evidence: ISIN No.: US874054AF63

Target scope evidence: The Company shall not, and shall not permit any of its Subsidiaries to, create or incur any Lien upon any Principal Property of the Company or any of its Subsidiaries (whether now existing or owned or hereafter created or acquired), in order to secure any Indebtedness of the Company or any of its Subsidiaries unless prior to or at the same time, the Notes

Source evidence: If a Change of Control Repurchase Event occurs with respect to the Notes, unless the Company shall have exercised its option to redeem the Notes pursuant to Section 4.01 of this Supplemental Indenture, each Holder of the Notes shall have the right to require the Company to repurchase all or any part (in a minimum amount of $2,000 and multiples of $1,000 in excess thereof) of that Holder’s Notes at a repurchase price in cash equal to 101% of the aggregate principal amount of the Notes to be repurchased plus any accrued and unpaid interest on such Notes to, but excluding, the repurchase date.

Target identity evidence: TAKE-TWO INTERACTIVE SOFTWARE, INC.

Target identity evidence: 3.550% Senior Notes due 2025

Target identity evidence: Second Supplemental Indenture

Target identity evidence: Dated as of April 14, 2022

Target identity evidence: Indenture dated as of April 14, 2022

Target identity evidence: SECOND SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.550% Senior Notes due 2025 (the “Notes”), on the terms set forth herein;

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.550% Senior Notes due 2025.”

Target identity evidence: TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the "Company"), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the "Trustee").

Target identity evidence: SECOND SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this "Supplemental Indenture"), to the Indenture dated as of April 14, 2022

Target identity evidence: the Company of a Series of Securities designated as its 3.550% Senior Notes due 2025 (the "Notes")

Target identity evidence: CUSIP No.: 874054AF6

Target identity evidence: ISIN No.: US874054AF63

Source evidence: In the event that the Company does not consummate the Combination on or prior to January 9, 2023, or if prior to such date, the Merger Agreement is terminated, then the Company will redeem all of the Notes (the "Special Mandatory Redemption") on the Special Mandatory Redemption Date at a Redemption Price equal to 101% of the principal amount of the Notes, plus accrued and unpaid interest from the date of issuance of the Initial Notes to, but excluding, the Special Mandatory Redemption Date (subject to the right of Holders of record on a Record Date to receive interest on the relevant Interest Payment Date) (the "Special Mandatory Redemption Price").

Target identity evidence: TAKE-TWO INTERACTIVE SOFTWARE, INC.

Target identity evidence: 3.550% Senior Notes due 2025

Target identity evidence: Second Supplemental Indenture

Target identity evidence: Dated as of April 14, 2022

Target identity evidence: Indenture dated as of April 14, 2022

Target identity evidence: SECOND SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.550% Senior Notes due 2025 (the “Notes”), on the terms set forth herein;

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.550% Senior Notes due 2025.”

Target identity evidence: TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the "Company"), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the "Trustee").

Target identity evidence: SECOND SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this "Supplemental Indenture"), to the Indenture dated as of April 14, 2022

Target identity evidence: the Company of a Series of Securities designated as its 3.550% Senior Notes due 2025 (the "Notes")

Target identity evidence: CUSIP No.: 874054AF6

Target identity evidence: ISIN No.: US874054AF63

Target scope evidence: In the event that the Company does not consummate the Combination on or prior to January 9, 2023, or if prior to such date, the Merger Agreement is terminated, then the Company will redeem all of the Notes (the "Special Mandatory Redemption") on the Special Mandatory Redemption Date at a Redemption Price equal to 101% of the principal amount of the Notes, plus accrued and unpaid interest from the date of issuance of the Initial Notes to, but excluding, the Special Mandatory Redemption Date (subject to the right of Holders of record on a Record Date to receive interest on the relevant Interest Payment Date) (the "Special Mandatory Redemption Price").

Source evidence: In the event that, on the date that is 90 days following the date of the issuance of the Initial Notes, an aggregate principal amount of Zynga Convertible Notes greater than or equal to $250,000,000 remain outstanding, then on or prior to such 90th day, Zynga shall duly execute and deliver to the Trustee a supplemental indenture, substantially in the form attached to this Supplemental Indenture as Exhibit B, pursuant to which Zynga shall guarantee the obligations under the Notes

Target identity evidence: TAKE-TWO INTERACTIVE SOFTWARE, INC.

Target identity evidence: 3.550% Senior Notes due 2025

Target identity evidence: Second Supplemental Indenture

Target identity evidence: Dated as of April 14, 2022

Target identity evidence: Indenture dated as of April 14, 2022

Target identity evidence: SECOND SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.550% Senior Notes due 2025 (the “Notes”), on the terms set forth herein;

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.550% Senior Notes due 2025.”

Target identity evidence: TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the "Company"), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the "Trustee").

Target identity evidence: SECOND SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this "Supplemental Indenture"), to the Indenture dated as of April 14, 2022

Target identity evidence: the Company of a Series of Securities designated as its 3.550% Senior Notes due 2025 (the "Notes")

Target identity evidence: CUSIP No.: 874054AF6

Target identity evidence: ISIN No.: US874054AF63

Target scope evidence: In the event that, on the date that is 90 days following the date of the issuance of the Initial Notes, an aggregate principal amount of Zynga Convertible Notes greater than or equal to $250,000,000 remain outstanding, then on or prior to such 90th day, Zynga shall duly execute and deliver to the Trustee a supplemental indenture, substantially in the form attached to this Supplemental Indenture as Exhibit B, pursuant to which Zynga shall guarantee the obligations under the Notes

Source evidence: (a) The Company shall not, and shall not permit any of its Subsidiaries to, create or incur any Lien upon any Principal Property of the Company or any of its Subsidiaries (whether now existing or owned or hereafter created or acquired), in order to secure any Indebtedness of the Company or any of its Subsidiaries unless prior to or at the same time, the Notes (together with, at the Company’s option, any other Indebtedness or guarantees of the Company or any of its Subsidiaries ranking equally in right of payment with the Notes or such guarantee) are equally and ratably secured with or, at the Company’s option, prior to, such secured Indebtedness, until such time as such Indebtedness or guarantees are no longer secured by such Lien or such Principal Property is no longer owned by the Company or any of its Subsidiaries.

Target identity evidence: FOURTH SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: (a) There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: CUSIP No.: 874054AH2

Target identity evidence: ISIN No.: US874054AH20

Source evidence: (c) Notwithstanding the restrictions set forth in Section 5.01(a) above, the Company and its Subsidiaries shall be permitted to incur Indebtedness secured by Liens which would otherwise be subject to the restrictions set forth in Section 5.01(a) above without equally and ratably securing the Notes; provided that, after giving effect to such Indebtedness and the retirement of any Indebtedness secured by Liens (other than Liens described in clauses (i) through (xxv) of Section 5.01(b) above) that is being retired substantially concurrently with such incurrence, the aggregate amount of all Indebtedness secured by Liens (not including Liens permitted under clauses (i) through (xxv) of Section 5.01(b) above), together with all Attributable Debt outstanding pursuant to Section 5.02(b) below, does not exceed 7.5% of the Company’s Consolidated Total Assets. The Company and its Subsidiaries also may, without equally and ratably securing the Notes, create or incur Liens that extend, renew, substitute or replace (including successive extensions, renewals, substitutions or replacements), in whole or in part, any Lien permitted pursuant to the preceding sentence.

Target identity evidence: FOURTH SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: (a) There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: CUSIP No.: 874054AH2

Target identity evidence: ISIN No.: US874054AH20

Source evidence: (a) In the event that the Company does not consummate the Combination on or prior to January 9, 2023, or if prior to such date, the Merger Agreement is terminated, then the Company will redeem all of the Notes (the “Special Mandatory Redemption”) on the Special Mandatory Redemption Date at a Redemption Price equal to 101% of the principal amount of the Notes, plus accrued and unpaid interest from the date of issuance of the Initial Notes to, but excluding, the Special Mandatory Redemption Date (subject to the right of Holders of record on a Record Date to receive interest on the relevant Interest Payment Date) (the “Special Mandatory Redemption Price”).

Target identity evidence: FOURTH SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: (a) There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: CUSIP No.: 874054AH2

Target identity evidence: ISIN No.: US874054AH20

Source evidence: If a Change of Control Repurchase Event occurs with respect to the Notes, unless the Company shall have exercised its option to redeem the Notes pursuant to Section 4.01 of this Supplemental Indenture, each Holder of the Notes shall have the right to require the Company to repurchase all or any part (in a minimum amount of $2,000 and multiples of $1,000 in excess thereof) of that Holder’s Notes at a repurchase price in cash equal to 101% of the aggregate principal amount of the Notes to be repurchased plus any accrued and unpaid interest on such Notes to, but excluding, the repurchase date. Within 30 days following any Change of Control Repurchase Event or, at the option of the Company, prior to any Change of Control, but after the public announcement of the Change of Control or event that may constitute the Change of Control, the Company shall deliver a notice (the “Change of Control Notice”) to each Holder of such Notes, with a copy to the Trustee, describing the transaction or transactions that constitute or may constitute the Change of Control Repurchase Event and offering (the “Change of Control Offer”) to repurchase such Notes on the repurchase date specified in the notice at the option of the Holders, which date (the “Change of Control Payment Date”) shall be no earlier than 30 days and no later than 60 days from the date such notice is delivered.

Target identity evidence: FOURTH SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: (a) There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: CUSIP No.: 874054AH2

Target identity evidence: ISIN No.: US874054AH20

Target scope evidence: If a Change of Control Repurchase Event occurs with respect to the Notes, unless the Company shall have exercised its option to redeem the Notes pursuant to Section 4.01 of this Supplemental Indenture, each Holder of the Notes shall have the right to require the Company to repurchase all or any part (in a minimum amount of $2,000 and multiples of $1,000 in excess thereof) of that Holder’s Notes at a repurchase price in cash equal to 101% of the aggregate principal amount of the Notes to be repurchased plus any accrued and unpaid interest on such Notes to, but excluding, the repurchase date.

Source evidence: If Holders of not less than 90% in aggregate principal amount of the outstanding Notes validly tender and do not withdraw such Notes in a Change of Control Offer and the Company, or any third party making a Change of Control Offer in lieu of the Company pursuant to Section 4.02(d) above, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company shall have the right, upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following such purchase pursuant to the Change of Control Offer described in Section 4.02(b) above, to redeem all Notes that remain outstanding following such purchase at a Redemption Price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding the Redemption Date (subject to the right of Holders of record on a Record Date to receive interest on the relevant Interest Payment Date).

Target identity evidence: FOURTH SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: (a) There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: CUSIP No.: 874054AH2

Target identity evidence: ISIN No.: US874054AH20

Target scope evidence: If Holders of not less than 90% in aggregate principal amount of the outstanding Notes validly tender and do not withdraw such Notes in a Change of Control Offer and the Company, or any third party making a Change of Control Offer in lieu of the Company pursuant to Section 4.02(d) above, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company shall have the right, upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following such purchase pursuant to the Change of Control Offer described in Section 4.02(b) above, to redeem all Notes that remain outstanding following such purchase at a Redemption Price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding the Redemption Date (subject to the right of Holders of record on a Record Date to receive interest on the relevant Interest Payment Date).

Source evidence: (3) (x) a failure by the Company to repurchase Notes tendered for repurchase following the occurrence of a Change of Control Repurchase Event in conformity with Section 4.02 of this Supplemental Indenture or (y) a failure by the Company to redeem all of the Notes following the occurrence of a Special Mandatory Redemption Date in conformity with Section 4.03 of this Supplemental Indenture;

Target identity evidence: FOURTH SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: (a) There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: CUSIP No.: 874054AH2

Target identity evidence: ISIN No.: US874054AH20

Source evidence: (2) a failure to pay principal of or premium, if any, on any Note when due at its Stated Maturity, upon optional redemption or otherwise;

Target identity evidence: FOURTH SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: (a) There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: CUSIP No.: 874054AH2

Target identity evidence: ISIN No.: US874054AH20

Source evidence: (1) default for 30 days in payment of any interest installment due and payable on any Note;

Target identity evidence: FOURTH SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: (a) There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: CUSIP No.: 874054AH2

Target identity evidence: ISIN No.: US874054AH20

Source evidence: (4) default in the Company’s performance of any other covenant or agreement in respect of the Notes for 90 days after written notice has been given either to the Company by the Trustee, or to the Company and the Trustee by the Holders of at least 25% in principal amount of the Notes then outstanding;

Target identity evidence: FOURTH SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: (a) There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: CUSIP No.: 874054AH2

Target identity evidence: ISIN No.: US874054AH20

Source evidence: In the event that, on the date that is 90 days following the date of the issuance of the Initial Notes, an aggregate principal amount of Zynga Convertible Notes greater than or equal to $250,000,000 remain outstanding, then on or prior to such 90th day, Zynga shall duly execute and deliver to the Trustee a supplemental indenture, substantially in the form attached to this Supplemental Indenture as Exhibit B, pursuant to which Zynga shall guarantee the obligations under the Notes, together with (a) an Officers’ Certificate and such other documents and certificates relating to the organization, existence and good standing of Zynga, the authorization of entering into such guaranty and other legal matters relating thereto and (b) a signed copy of a favorable Opinion of Counsel, addressed to the Trustee, of counsel for Zynga, as to the matters contained in clause (a) above, enforceability and such other matters.

Target identity evidence: FOURTH SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: (a) There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 4.000% Senior Notes due 2032 (the “Notes”), on the terms set forth herein;

Target identity evidence: There is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “4.000% Senior Notes due 2032.”

Target identity evidence: CUSIP No.: 874054AH2

Target identity evidence: ISIN No.: US874054AH20

Source evidence: (a) The Company shall not, and shall not permit any of its Subsidiaries to, create or incur any Lien upon any Principal Property of the Company or any of its Subsidiaries (whether now existing or owned or hereafter created or acquired), in order to secure any Indebtedness of the Company or any of its Subsidiaries unless prior to or at the same time, the Notes (together with, at the Company’s option, any other Indebtedness or guarantees of the Company or any of its Subsidiaries ranking equally in right of payment with the Notes or such guarantee) are equally and ratably secured with or, at the Company’s option, prior to, such secured Indebtedness, until such time as such Indebtedness or guarantees are no longer secured by such Lien or such Principal Property is no longer owned by the Company or any of its Subsidiaries.

Target identity evidence: THIRD SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.700% Senior Notes due 2027 (the “Notes”), on the terms set forth herein;

Target identity evidence: THIRD SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022

Target identity evidence: by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: the Company of a Series of Securities designated as its 3.700% Senior Notes due 2027 (the “Notes”)

Target identity evidence: there is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.700% Senior Notes due 2027.”

Source evidence: (c) Notwithstanding the restrictions set forth in Section 5.01(a) above, the Company and its Subsidiaries shall be permitted to incur Indebtedness secured by Liens which would otherwise be subject to the restrictions set forth in Section 5.01(a) above without equally and ratably securing the Notes; provided that, after giving effect to such Indebtedness and the retirement of any Indebtedness secured by Liens (other than Liens described in clauses (i) through (xxv) of Section 5.01(b) above) that is being retired substantially concurrently with such incurrence, the aggregate amount of all Indebtedness secured by Liens (not including Liens permitted under clauses (i) through (xxv) of Section 5.01(b) above), together with all Attributable Debt outstanding pursuant to Section 5.02(b) below, does not exceed 7.5% of the Company’s Consolidated Total Assets.

Target identity evidence: THIRD SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.700% Senior Notes due 2027 (the “Notes”), on the terms set forth herein;

Target identity evidence: THIRD SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022

Target identity evidence: by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: the Company of a Series of Securities designated as its 3.700% Senior Notes due 2027 (the “Notes”)

Target identity evidence: there is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.700% Senior Notes due 2027.”

Source evidence: If a Change of Control Repurchase Event occurs with respect to the Notes, unless the Company shall have exercised its option to redeem the Notes pursuant to Section 4.01 of this Supplemental Indenture, each Holder of the Notes shall have the right to require the Company to repurchase all or any part (in a minimum amount of $2,000 and multiples of $1,000 in excess thereof) of that Holder's Notes at a repurchase price in cash equal to 101% of the aggregate principal amount of the Notes to be repurchased plus any accrued and unpaid interest on such Notes to, but excluding, the repurchase date.

Target identity evidence: THIRD SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.700% Senior Notes due 2027 (the “Notes”), on the terms set forth herein;

Target identity evidence: THIRD SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022

Target identity evidence: by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: the Company of a Series of Securities designated as its 3.700% Senior Notes due 2027 (the “Notes”)

Target identity evidence: there is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.700% Senior Notes due 2027.”

Target scope evidence: If a Change of Control Repurchase Event occurs with respect to the Notes

Source evidence: If Holders of not less than 90% in aggregate principal amount of the outstanding Notes validly tender and do not withdraw such Notes in a Change of Control Offer and the Company, or any third party making a Change of Control Offer in lieu of the Company pursuant to Section 4.02(d) above, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company shall have the right, upon not less than 10 nor more than 60 days' prior notice, given not more than 30 days following such purchase pursuant to the Change of Control Offer described in Section 4.02(b) above, to redeem all Notes that remain outstanding following such purchase at a Redemption Price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding the Redemption Date (subject to the right of Holders of record on a Record Date to receive interest on the relevant Interest Payment Date).

Target identity evidence: THIRD SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.700% Senior Notes due 2027 (the “Notes”), on the terms set forth herein;

Target identity evidence: THIRD SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022

Target identity evidence: by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: the Company of a Series of Securities designated as its 3.700% Senior Notes due 2027 (the “Notes”)

Target identity evidence: there is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.700% Senior Notes due 2027.”

Target scope evidence: If Holders of not less than 90% in aggregate principal amount of the outstanding Notes validly tender

Source evidence: (3) (x) a failure by the Company to repurchase Notes tendered for repurchase following the occurrence of a Change of Control Repurchase Event in conformity with Section 4.02 of this Supplemental Indenture or (y) a failure by the Company to redeem all of the Notes following the occurrence of a Special Mandatory Redemption Date in conformity with Section 4.03 of this Supplemental Indenture;

Target identity evidence: THIRD SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.700% Senior Notes due 2027 (the “Notes”), on the terms set forth herein;

Target identity evidence: THIRD SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022

Target identity evidence: by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: the Company of a Series of Securities designated as its 3.700% Senior Notes due 2027 (the “Notes”)

Target identity evidence: there is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.700% Senior Notes due 2027.”

Source evidence: (4) default in the Company’s performance of any other covenant or agreement in respect of the Notes for 90 days after written notice has been given either to the Company by the Trustee, or to the Company and the Trustee by the Holders of at least 25% in principal amount of the Notes then outstanding;

Target identity evidence: THIRD SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.700% Senior Notes due 2027 (the “Notes”), on the terms set forth herein;

Target identity evidence: THIRD SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022

Target identity evidence: by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: the Company of a Series of Securities designated as its 3.700% Senior Notes due 2027 (the “Notes”)

Target identity evidence: there is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.700% Senior Notes due 2027.”

Source evidence: (a) In the event that the Company does not consummate the Combination on or prior to January 9, 2023, or if prior to such date, the Merger Agreement is terminated, then the Company will redeem all of the Notes (the “Special Mandatory Redemption”) on the Special Mandatory Redemption Date at a Redemption Price equal to 101% of the principal amount of the Notes, plus accrued and unpaid interest from the date of issuance of the Initial Notes to, but excluding, the Special Mandatory Redemption Date (subject to the right of Holders of record on a Record Date to receive interest on the relevant Interest Payment Date) (the “Special Mandatory Redemption Price”).

Target identity evidence: THIRD SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.700% Senior Notes due 2027 (the “Notes”), on the terms set forth herein;

Target identity evidence: THIRD SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022

Target identity evidence: by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: the Company of a Series of Securities designated as its 3.700% Senior Notes due 2027 (the “Notes”)

Target identity evidence: there is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.700% Senior Notes due 2027.”

Source evidence: In the event that, on the date that is 90 days following the date of the issuance of the Initial Notes, an aggregate principal amount of Zynga Convertible Notes greater than or equal to $250,000,000 remain outstanding, then on or prior to such 90th day, Zynga shall duly execute and deliver to the Trustee a supplemental indenture, substantially in the form attached to this Supplemental Indenture as Exhibit B, pursuant to which Zynga shall guarantee the obligations under the Notes, together with (a) an Officers’ Certificate and such other documents and certificates relating to the organization, existence and good standing of Zynga, the authorization of entering into such guaranty and other legal matters relating thereto and (b) a signed copy of a favorable Opinion of Counsel, addressed to the Trustee, of counsel for Zynga, as to the matters contained in clause (a) above, enforceability and such other matters.

Target identity evidence: THIRD SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: WHEREAS, the Company has duly authorized the execution and delivery, and desires and has requested the Trustee to join it in the execution and delivery, of this Supplemental Indenture in order to establish and provide for the issuance by the Company of a Series of Securities designated as its 3.700% Senior Notes due 2027 (the “Notes”), on the terms set forth herein;

Target identity evidence: THIRD SUPPLEMENTAL INDENTURE, dated as of April 14, 2022 (this “Supplemental Indenture”), to the Indenture dated as of April 14, 2022

Target identity evidence: by and among TAKE-TWO INTERACTIVE SOFTWARE, INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking association, as trustee (the “Trustee”).

Target identity evidence: the Company of a Series of Securities designated as its 3.700% Senior Notes due 2027 (the “Notes”)

Target identity evidence: there is hereby created and designated a Series of Securities under the Base Indenture: the title of the Notes shall be “3.700% Senior Notes due 2027.”