Common use of Holders' Compliance with Registration Rights Agreement Clause in Contracts

Holders' Compliance with Registration Rights Agreement. Each Holder of this Security, by acceptance hereof, acknowledges and agrees to the provisions of the Registration Rights Agreement, including, without limitation, the obligations of the Holders with respect to a registration and the indemnification of the Company to the extent provided therein. In the event of a conflict between the terms of this Security and the Registration Rights Agreement, the terms of the Registration Rights Agreement shall control. The Company will furnish to any Holder of Securities upon written request and without charge to the Holder a copy of the Indenture which has in it the text of this Security. CERTIFICATE TO BE DELIVERED UPON EXCHANGE OR REGISTRATION OF TRANSFER OF SECURITIES This certificate relates to $_________ principal amount of Securities held in (check applicable space) _____book-entry or _____definitive form by ___________________(the "Transferor"). The Transferor (check one box below): [_] has requested the Trustee by written order to deliver in exchange for its beneficial interest in the Global Security held by the U.S. Depository a Security or Securities in definitive, registered form of authorized denominations and an aggregate principal amount equal to its beneficial interest in such Global Security (or the portion thereof indicated above); [_] has requested the Trustee by written order to exchange or register the transfer of a Security or Securities. In connection with any transfer of any of the Securities evidenced by this certificate occurring prior to the expiration of the period referred to in Rule 144(k) of the Securities Act of 1933 and such later date, if any, as may be required by applicable law, the undersigned confirms that such Securities are being transferred in accordance with its terms: CHECK ONE BOX BELOW

Holders' Compliance with Registration Rights Agreement. Each Holder of this SecurityHolder, by acceptance hereof, acknowledges and agrees to the provisions of the any applicable Registration Rights Agreement, including, without limitation, the obligations of the Holders with respect to a registration and the indemnification of the Company to the extent provided therein. In the event of a conflict between the terms of this Security and the Registration Rights Agreement, the terms of the Registration Rights Agreement shall control. The Company will furnish to any Holder of Securities upon written request and without charge to the Holder a copy of the Indenture which has in it the text of this SecurityNote. ASSIGNMENT FORM To assign this Note, fill in the form below: I or we assign and transfer this Note to (Print or type assignee’s name, address and zip code) (Insert assignee’s soc. sec. or tax I.D. No.) and irrevocably appoint agent to transfer this Note on the books of the Company. The agent may substitute another to act for him. Date: Your Signature: Sign exactly as your name appears on the other side of this Note. CERTIFICATE TO BE DELIVERED UPON EXCHANGE OR REGISTRATION OF TRANSFER OF RESTRICTED SECURITIES This certificate relates to $_________ $ principal amount of Securities Notes held in (check applicable space) _____book-entry or _____definitive form by ___________________(the "Transferor")undersigned. The Transferor undersigned (check one box below): [_] ¨ has requested the Trustee by written order to deliver in exchange for its beneficial interest in the Global Security Note held by the U.S. Depository Depositary a Security Note or Securities Notes in definitive, registered form of authorized denominations and an aggregate principal amount equal to its beneficial interest in such Global Security Note (or the portion thereof indicated above); [_] ¨ has requested the Trustee by written order to exchange or register the transfer of a Security Note or SecuritiesNotes. In connection with any transfer of any of the Securities Notes evidenced by this certificate occurring prior to the expiration of the period referred to in Rule 144(k144(d) of under the Securities Act of 1933 and such later date, if any, as may be required by applicable lawAct, the undersigned confirms that such Securities Notes are being transferred in accordance with its terms: CHECK ONE BOX BELOW

Holders' Compliance with Registration Rights Agreement. Each Holder of this Securitya Note, by acceptance hereof, acknowledges and agrees to the provisions of the Registration Rights Agreement, including, without limitation, including the obligations of the Holders with respect to a registration and the indemnification of the Company Issuer to the extent provided therein. In the event of a conflict between the terms of this Security and the Registration Rights Agreement, the terms of the Registration Rights Agreement shall control. The Company Issuer will furnish to any Holder holder of Securities Notes upon written request and without charge to the Holder holder a copy of the Indenture which has in it the text of this SecurityNote. CERTIFICATE TO BE DELIVERED UPON EXCHANGE OR ASSIGNMENT FORM To assign this Note, fill in the form below: I or we assign and transfer this Note to: (Print or type assignee’s name, address and zip code) (Insert assignee’s soc. sec. or tax I.D. No.) and irrevocably appoint agent to transfer this Note 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 Note. Signature Guarantee: Date: Signature must be guaranteed by a participant in a recognized signature guaranty medallion program or other signature guarantor program reasonably acceptable to the Trustee Signature of Signature Guarantee REGISTRATION OF TRANSFER OF RESTRICTED SECURITIES This certificate relates to $_________ $ principal amount of Securities Notes held in (check applicable space) _____book-entry or _____definitive form by ___________________(the "Transferor")undersigned. The Transferor undersigned (check one box below): [_] ¨ has requested the Trustee by written order to deliver in exchange for its beneficial interest in the Global Security Note held by the U.S. Depository a Security Note or Securities Notes in definitive, registered form of authorized denominations and an aggregate principal amount equal to its beneficial interest in such Global Security Note (or the portion thereof indicated above); [_] ¨ has requested the Trustee by written order to exchange or register the transfer of a Security Note or SecuritiesNotes. In connection with any transfer of any of the Securities Notes evidenced by this certificate occurring prior to the expiration of the period referred to in Rule 144(k) of the Securities Act of 1933 and such later date, if any, as may be required by applicable lawwhile this Note is still a Transfer Restricted Definitive Note or a Transfer Restricted Global Note, the undersigned confirms that such Securities Notes are being transferred in accordance with its terms: CHECK ONE BOX BELOW

Holders' Compliance with Registration Rights Agreement. Each Holder of this SecurityHolder, by acceptance hereof, acknowledges and agrees to the provisions of the any applicable Registration Rights Agreement, including, without limitation, the obligations of the Holders with respect to a registration and the indemnification of the Company to the extent provided therein. In the event of a conflict between the terms of this Security and the Registration Rights Agreement, the terms of the Registration Rights Agreement shall control. The Company will furnish to any Holder of Securities upon written request and without charge to the Holder a copy of the Indenture which has in it the text of this SecurityNote. ASSIGNMENT FORM To assign this Note, fill in the form below: I or we assign and transfer this Note to (Print or type assignee’s name, address and zip code) (Insert assignee’s soc. sec. or tax I.D. No.) and irrevocably appoint agent to transfer this Note on the books of the Company. The agent may substitute another to act for him. Date: Your Signature: Sign exactly as your name appears on the other side of this Note. CERTIFICATE TO BE DELIVERED UPON EXCHANGE OR REGISTRATION OF TRANSFER OF RESTRICTED SECURITIES This certificate relates to $_________ $ principal amount of Securities Notes held in (check applicable space) _____book-entry or _____definitive form by ___________________(the "Transferor")undersigned. The Transferor undersigned (check one box below): [_] o has requested the Trustee by written order to deliver in exchange for its beneficial interest in the Global Security Note held by the U.S. Depository Depositary a Security Note or Securities Notes in definitive, registered form of authorized denominations and an aggregate principal amount equal to its beneficial interest in such Global Security Note (or the portion thereof indicated above); [_] o has requested the Trustee by written order to exchange or register the transfer of a Security Note or SecuritiesNotes. In connection with any transfer of any of the Securities Notes evidenced by this certificate occurring prior to the expiration of the period referred to in Rule 144(k144(d) of under the Securities Act of 1933 and such later date, if any, as may be required by applicable lawAct, the undersigned confirms that such Securities Notes are being transferred in accordance with its terms: CHECK ONE BOX BELOW