REGISTRATION RIGHTS AGREEMENT Dated November 23, 2004 among QWEST CORPORATION, as Issuer, and Goldman, Sachs & Co. Lehman Brothers Inc. Deutsche Bank Securities Inc. Banc of America Securities LLC Credit Suisse First Boston LLC Wachovia Capital...Registration Rights Agreement • November 23rd, 2004 • Qwest Corp • Telephone communications (no radiotelephone) • New York
This Agreement is made pursuant to the Purchase Agreement, dated as of November 18, 2004 (the "Purchase Agreement"), by and among the Issuer and the Initial Purchasers (i) for the benefit of the Issuer and the Initial Purchasers and (ii) for the benefit of the holders form time to time of the Securities (including the Initial Purchasers). In order to induce the Initial Purchasers to purchase the Securities, the Issuer has agreed to provide the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the obligations of the Initial Purchasers set forth in Section 5 of the Purchase Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Purchase Agreement.
Qwest CorporationPurchase Agreement • November 23rd, 2004 • Qwest Corp • Telephone communications (no radiotelephone) • New York
GOLDMAN, SACHS & CO. LEHMAN BROTHERS INC. DEUTSCHE BANK SECURITIES INC. BANC OF AMERICA SECURITIES LLC CREDIT SUISSE FIRST BOSTON LLC WACHOVIA CAPITAL MARKETS, LLC BNY CAPITAL MARKETS, INC. CITIGROUP GLOBAL MARKETS INC. GREENWICH CAPITAL MARKETS, INC. As Initial Purchasers c/o Goldman, Sachs & Co. 85 Broad Street New York, NY 10004
