EX-4.2




 EXHIBIT 4.2 

THIS GLOBAL SECURITY IS HELD BY THE DEPOSITARY (AS DEFINED IN THE INDENTURE GOVERNING THIS SECURITY) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT
OF THE HOLDERS OF BENEFICIAL INTERESTS HEREIN, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (I) THE TRUSTEE MAY MAKE ANY SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO THE INDENTURE, (II) THIS GLOBAL
SECURITY MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.06 OF THE INDENTURE, (III) THIS GLOBAL SECURITY MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO THE INDENTURE AND (IV) THIS GLOBAL SECURITY MAY BE
TRANSFERRED TO A SUCCESSOR DEPOSITARY WITH THE PRIOR WRITTEN CONSENT OF THE ISSUER. 
 UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART
FOR SECURITIES IN DEFINITIVE FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR TO ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE
DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITARY TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER,
EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF ANY ENTITY AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITARY (AND ANY PAYMENT IS MADE TO SUCH ENTITY AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE
OF THE DEPOSITARY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF HAS AN INTEREST HEREIN. 












			
	 No.
	  	CUSIP/ISIN: 53522K AA1 / US53522KAA16

 4.800% Note due 2024 

LINDE INC., 
 a Delaware
corporation 
 promises to pay to CEDE & CO. or registered assigns the principal sum
of                on December 5, 2024. 
 Interest
Payment Dates: June 5 and December 5. 
 Record Dates: May 20 and November 20. 

Dated: [                ] 

This Security shall not be valid until an authorized signatory of the Trustee manually signs the certificate of authentication on this Security. 











 
			
	LINDE INC.
		
	By:	 	  

		 	Name:
		 	Title:


 [Signature Page to 2024 Global Note] 











 Authenticated: 

U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, 
 as
Trustee, certifies that this is one of the 
 Securities referred to in the within mentioned 

Indenture. 
  

			
	By:	 	  

		 	Authorized Signatory

 [Signature Page to 2024 Global Note] 











 LINDE INC. 

4.800% Note due 2024 
 LINDE
INC., a Delaware corporation (together with its successors and assigns, the “Issuer”), issued this Security under an Indenture dated as of August 10, 2020 (as amended, modified or supplemented from time to time in accordance
therewith, the “Indenture”), by and among the Issuer, Linde plc, a public limited company incorporated under the laws of Ireland (the “Company”), and U.S. Bank Trust Company, National Association (as successor in
interest to U.S. Bank National Association), as trustee (in such capacity, the “Trustee”), to which reference is hereby made for a statement of the respective rights, obligations, duties and immunities thereunder of the Issuer, the
Trustee and the Holders and of the terms upon which the Securities are, and are to be, authorized and delivered. All terms used in this Security that are defined in the Indenture shall have the meanings assigned to them therein. 

 

	1.	 Interest. 



The Issuer promises to pay interest on the principal amount of this Security at the rate per annum shown above. The Issuer will pay interest
semiannually on June 5 and December 5 of each year, commencing [June 5, 2023]1, until the principal is paid or made available for payment. Interest on the Securities will accrue
from the most recent date to which interest has been paid or duly provided for or, if no interest has been paid, from [ ], provided that, if there is no existing default in the payment of interest, and if this Security is authenticated
between a record date referred to on the face hereof and the next succeeding interest payment date, interest shall accrue from such interest payment date. Interest on the Securities shall be computed on the basis of a
360-day year composed of twelve 30-day months. 
  

	2.	 [Reserved]. 



 

	3.	 Method of Payment.  



The Issuer will pay interest on the Securities (except defaulted interest, if any, which will be paid on such special payment date to Holders
of record on such special record date as may be fixed by the Issuer) to the persons who are registered Holders of Securities at the close of business on the May 20 and November 20 immediately preceding the interest payment date. Holders
must surrender Securities to a Paying Agent to collect principal payments. The Issuer will pay principal and interest in money of the United States that at the time of payment is legal tender for payment of public and private debts. 

 

	4.	 Paying Agent and Registrar.  



Initially, the Trustee will act as Paying Agent and Registrar. The Issuer may change or appoint any Paying Agent, Registrar or co-Registrar without notice. The Company or any of its Subsidiaries or any of their Affiliates may act as Paying Agent, Registrar or co-Registrar. 

 

	5.	 Optional Redemption. 



 

	1 	 For notes issued on the initial issue date. 













 The Issuer may redeem the Securities at its option, in whole or in part, at any time and
from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of: 

(1) (a) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the
redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 10 basis points less (b) interest
accrued to the date of redemption, and 
 (2) 100% of the principal amount of the Securities to be redeemed, 

plus, in either case, accrued and unpaid interest thereon to the redemption date. 

“Treasury Rate” means, with respect to any redemption date, the yield determined by the Issuer in accordance with the
following two paragraphs. 
 The Treasury Rate shall be determined by the Issuer after 4:15 p.m., New York City time (or after such time as
yields on U.S. government securities are posted daily by the Board of Governors of the Federal Reserve System), on the third business day preceding the redemption date based upon the yield or yields for the most recent day that appear after such
time on such day in the most recent statistical release published by the Board of Governors of the Federal Reserve System designated as “Selected Interest Rates (Daily)—H.15” (or any successor designation or publication)
(“H.15”) under the caption “U.S. government securities–Treasury constant maturities–Nominal” (or any successor caption or heading) (“H.15 TCM”). In determining the Treasury Rate, the Issuer shall
select, as applicable: (1) the yield for the Treasury constant maturity on H.15 exactly equal to the period from the redemption date to the Applicable Date (the “Remaining Life”); or (2) if there is no such Treasury
constant maturity on H.15 exactly equal to the Remaining Life, the two yields – one yield corresponding to the Treasury constant maturity on H.15 immediately shorter than and one yield corresponding to the Treasury constant maturity on H.15
immediately longer than the Remaining Life – and shall interpolate to the Applicable Date on a straight-line basis (using the actual number of days) using such yields and rounding the result to three decimal places; or (3) if there is no
such Treasury constant maturity on H.15 shorter than or longer than the Remaining Life, the yield for the single Treasury constant maturity on H.15 closest to the Remaining Life. For purposes of this paragraph, the applicable Treasury constant
maturity or maturities on H.15 shall be deemed to have a maturity date equal to the relevant number of months or years, as applicable, of such Treasury constant maturity from the redemption date. 

If on the third business day preceding the redemption date H.15 TCM is no longer published, the Issuer shall calculate the Treasury Rate based
on the rate per annum equal to the semi-annual equivalent yield to maturity at 11:00 a.m., New York City time, on the second business day preceding such redemption date of the United States Treasury security maturing on, or with a maturity that is
closest to, the Applicable Date. If there is no United States Treasury security maturing on the Applicable Date but there are two or more United States Treasury securities with a maturity date equally distant from the Applicable Date, one with a
maturity date preceding the Applicable Date and one with a maturity date following the Applicable Date, the Issuer shall select the United States Treasury security with a maturity date preceding the Applicable Date. If there are two or more United
States Treasury securities maturing on the Applicable Date or two or more United States Treasury securities meeting the criteria of the preceding sentence, the Issuer shall select from among these two or more United States Treasury securities the
United States Treasury security that is trading closest to par based upon the average of the bid and asked prices for such United States Treasury securities at 11:00 a.m., New York City time. In determining the Treasury Rate in accordance with the
terms of this paragraph, the semi-annual yield to maturity of the applicable United States Treasury security shall be based upon the average of the bid and asked prices (expressed as a percentage of principal amount) at 11:00 a.m., New York City
time, of such United States Treasury security, and rounded to three decimal places. 











 The Issuer’s actions and determinations in determining the redemption price shall be
conclusive and binding for all purposes, absent manifest error. 
 “Applicable Date” means the maturity date of the
Securities. 
 Notice of redemption will be mailed at least 10 days but not more than 60 days before the redemption date to each Holder of
Securities to be redeemed at its registered address. Securities in denominations larger than $2,000 may be redeemed in part. On and after the redemption date interest ceases to accrue on Securities or portions of them called for redemption,
provided that if the Issuer shall default in the payment of such Securities at the redemption price together with accrued interest, interest shall continue to accrue at the rate borne by the Securities. 

 

	6.	 [Reserved]. 



 

	7.	 Denominations, Transfer, Exchange.  



The Securities are in registered form only without coupons in denominations of $2,000 and integral multiples of $1,000 in excess thereof. A
Holder may transfer or exchange Securities by presentation of such Securities to the Registrar or a co-Registrar with a request to register the transfer or to exchange them for an equal principal amount of
Securities of other denominations. The Registrar may require a Holder, among other things, to furnish appropriate endorsements and transfer documents and to pay any taxes and fees required by law or permitted by the Indenture. The Registrar need not
transfer or exchange any Security selected for redemption or purchase, except the unredeemed or unpurchased part thereof if the Security is redeemed or purchased in part, or transfer or exchange any Securities for a period of 15 days before a
selection of Securities to be redeemed or purchased. 
  

	8.	 Persons Deemed Owners.  



The registered Holder of this Security shall be treated as the owner of it for all purposes. 

 

	9.	 Unclaimed Money.  



Subject to any applicable abandoned property law, the Trustee and the Paying Agent shall pay to the Issuer upon written request any money held
by them for the payment of principal or interest that remains unclaimed for two years, and thereafter, Holders entitled to the money must look to the Issuer for payment as general creditors. 

 

	10.	 Amendment, Supplement, Waiver. 



Subject to certain exceptions, the Indenture or the Securities may be amended or supplemented with the consent of the Holders of at least a
majority in principal amount of the outstanding Securities of each Series affected by the amendment and any past default or compliance with any provision relating to any Series of the Securities may be waived in a particular instance with the
consent of the Holders of a majority in principal amount of the outstanding Securities of such Series. Without the consent of any Securityholder, the Issuer and the Trustee may amend or supplement the Indenture or the Securities in certain respects
as specified in the Indenture. 












	11.	 Successor.  



When a successor assumes all the obligations of its predecessor under a Series of the Securities and the Indenture, the predecessor will be
released from those obligations. 
  

	12.	 Trustee Dealings with Issuer.  



Subject to certain limitations imposed by the TIA, the Trustee under the Indenture, in its individual or any other capacity, may make loans to,
accept deposits from, and perform services for the Issuer or its affiliates, and may otherwise deal with the Issuer or its affiliates, as if it were not Trustee, including owning or pledging the Securities. 

 

	13.	 No Recourse Against Others.  



No director, officer, employee, incorporator, member, partner or stockholder of the Issuer or any Guarantor or any of their parent companies or
entities (other than the Issuer or a Guarantor in its capacity as such) shall have any liability for any obligations of the Issuer or a Guarantor under the Securities, the Guarantees or this Indenture or for any claim based on, in respect of, or by
reason of such obligations or their creation. Each Holder by accepting a Security will waive and release all such liability. The waiver and release are part of the consideration for issuance of the Securities. Such waiver may not be effective to
waive liabilities under U.S. federal securities laws 
  

	14.	 Discharge of Indenture. 



The Indenture contains certain provisions pertaining to defeasance and discharge, which provisions shall for all purposes have the same effect
as if set forth herein. 
  

	15.	 Abbreviations. 



Customary abbreviations may be used in the name of a Holder or an assignee, such as: TEN COM (= tenants in common), TEN ENT (= tenants by the
entireties), JT TEN (= joint tenants with right of survivorship and not as tenants in common), CUST (= custodian), and U/G/M/A (= Uniform Gift to Minors Act). 
  

	16.	 GOVERNING LAW. 



THIS SECURITY SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK. 

 

	17.	 CUSIP and/or ISIN Numbers. 



Pursuant to a recommendation promulgated by the Committee on Uniform Security Identification Procedures, the Issuer has caused CUSIP and/or
ISIN numbers to be printed on the Securities and has directed the Trustee to use CUSIP and/or ISIN numbers in notices of repurchase as a convenience to Holders. No representation is made by the Issuer or the Trustee as to the accuracy of such
numbers either as printed on the Securities or as contained in any notice of repurchase and reliance may be placed only on the other identification numbers placed thereon. 












	18.	 Copies. 



The Issuer will furnish to any Holder upon written request and without charge a copy of the Indenture and the applicable Authorizing Resolution
or supplemental indenture. Requests may be made to: Linde Inc., 10 Riverview Drive, Danbury, Connecticut 06810-6268, Attention: Corporate Secretary. 











 ASSIGNMENT FORM 

If you the Holder want to assign this Security, fill in the form below: 

I or we assign and transfer this Security to 
  

 
 (Insert assignee’s social security
or tax ID number) 
  
  

 
  
  

 
  

 
 (Print or type assignee’s name,
address, and zip code) 
  

			
	and irrevocably appoint	 	  


 agent to transfer this Security on the books of the Issuer. The agent may substitute another to act for him. 

Date: __________ 
  

			
	 Your signature:
	 	  

		 	(Sign exactly as your name appears on the other side of this Security)

  

			
	 Signature Guarantee:
	 	
              
       


 Signatures must be guaranteed by an “eligible guarantor institution” meeting the requirements of the Security
Registrar, which requirements include membership or participation in the Security Transfer Agent Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Security Registrar in
addition to, or in substitution for, STAMP, all in accordance with the United States Securities Exchange Act of 1934, as amended. 











 GUARANTEE 

LINDE PLC, a public limited company incorporated under the laws of Ireland (with registration number 602527) (the “Company”)
has unconditionally guaranteed (the “Company Guarantee”) (i) the due and punctual payment of the principal of and interest on this Security, whether at maturity, by acceleration or otherwise, the due and punctual payment of
interest on the overdue principal and interest, if any, on this Security, to the extent lawful, and the due and punctual performance of all other obligations of the Issuer to the Holders or the Trustee all in accordance with the terms set forth in
Article Nine of the Indenture and (ii) in case of any extension of time of payment or renewal of this Security or any of such other obligations, that the same will be promptly paid in full when due or performed in accordance with the
terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise. 
 Each of the undersigned other than the
Company (the “Subsidiary Guarantors” and, together with the Company, the “Guarantors”) hereby unconditionally, jointly and severally, guarantees (each such guarantee to be referred to herein as the
“Subsidiary Guarantee” and, together with the Company Guarantee, the “Guarantees”) (a) the due and punctual payment by the Company of all amounts due and payable from time to time on the Company Guarantee of
this Security to the Holders or the Trustee all in accordance with the terms set forth in Article Nine of the Indenture; and (b) in case of any extension of time of payment or renewal of this Security or of any other obligations under
the Company Guarantee of this Security, that the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise. 

The German Guarantor may refuse to make any payments under its Guarantee to the extent any such payment would result in a violation of
Sections 30 et seq. or Section 43 of the German Limited Liability Companies Act (Gesetz betreffend die Gesellschaften mit beschränkter Haftung) (or a successor provision of such law or comparable provision under any successor law)
or would otherwise lead to personal liability of its managing directors (Geschäftsführer). 
 The German Guarantor will use
all commercially reasonable efforts to maximize the amount payable under its Guarantee to the extent permitted by applicable German law. 

No director, officer, employee, incorporator, member, partner or stockholder of the Issuer or any Guarantor or any of their parent companies
or entities (other than the Issuer or a Guarantor in its capacity as such) shall have any liability for any obligations of the Issuer or a Guarantor under the Securities, the Guarantees or this Indenture or for any claim based on, in respect of, or
by reason of such obligations or their creation. Each Holder by accepting a Security will waive and release all such liability. The waiver and release are part of the consideration for issuance of the Securities. Such waiver may not be effective to
waive liabilities under U.S. federal securities laws. 
 Each Holder of this Security by accepting this Security agrees that any Guarantor
named below shall have no further liability with respect to its Guarantee if such Guarantor otherwise ceases to be liable in respect of its Guarantee in accordance with the terms of the Indenture. 

THE GUARANTEE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK. 











 The Guarantee shall not be valid or obligatory for any purpose until the certificate of
authentication on the Securities upon which the Guarantee is noted shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized officers. 

 

			
	LINDE PLC
		
	By:	 	  

		 	Name:
		 	Title:
	
	LINDE GMBH
		
	By:	 	  

		 	Name:
		 	Title:
		
	By:	 	  

		 	Name:
		 	Title:


 [Signature Page to Notation of Guarantee]