Common use of Principal and Interest Clause in Contracts

Principal and Interest. The Issuer promises to pay the principal of this Note on [●], 2022. The Issuer promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of this Note at the close of business on the Interest Record Date immediately preceding each Interest Payment Date. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]December 1, 20222020. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 18.875% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date May 15 or November 15 immediately preceding the interest payment date) on each interest payment date, commencing June 1, 2013. [The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated December 12, 2012 between the Company and the Initial Purchasers named therein (the “Registration Rights Agreement”), including, in circumstances specified therein, the right to receive Additional Interest. All references in this Note to payments of “interest” include any Additional Interest Payment Date. then owed.] Interest on this Note will accrue from the most recent date to which interest has been paid on this Note [or the Note surrendered in exchange for this Note] (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Issue DateDecember 12, 2012. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at a rate per annum equal to the rate otherwise accruing on the defaulted interestthis Note. Interest not paid when due and any interest on principal, premium or interest not paid when due will be paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]February 11, 20222020. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.257.50% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder Holders of record of this Note the Notes at the close of business on the Interest Record Date January 28 or July 28 immediately preceding the interest payment date) on each Interest Payment Dateinterest payment date, commencing August 11, 2013. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Issue Date. Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at a rate per annum that is 1% in excess of 7.50%. Interest not paid when due and any interest on the defaulted interestprincipal, premium or interest not paid when due will be paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify 15th day preceding the date fixed by the Trustee in writing for the payment of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer promises to Company will pay the principal of this 9 7/8% Senior Discount Note due 2008 (the "Note") on [●]May 1, 20222008. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Notebelow, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawfulshown above. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date April 15 or October 15 immediately preceding the Interest Payment Date) on each Interest Payment Date. Interest , commencing November 1, 2003; provided that no interest shall accrue on the principal amount of this Note prior to May 1, 2003 and no interest shall be paid on this Note prior to November 1, 2003, except as provided in the next paragraph. If an exchange offer registered under the Securities Act is not consummated, and a shelf registration statement under the Securities Act with respect to resales of the Notes is not declared effective by the Commission, on or before October 27, 1998 in accordance with the terms of the Registration Rights Agreement dated April 27, 1998 between the Company and Xxxxxx Xxxxxxx & Co. Incorporated, interest (in addition to the accrual of original discount during the period ending May 1, 2003 and in addition to the interest otherwise due on the Notes after such date) will accrue from October 27, 1998, at an annual rate of .5% of the Accreted Value on the preceding Semi-Annual Accrual Date, payable in cash semiannually, in arrears, on May 1 and November 1 of each year, commencing May 1, 1999, until the exchange offer is consummated or the shelf registration statement is declared effective. The Holder of this Note is entitled to the benefits of such Registration Rights Agreement. From and after May 1, 2003, interest on the Notes will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from May 1, 2003; provided that, if there is no existing default in the Issue payment of interest and this Note is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company shall pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying overdue principal and Transfer Agentpremium, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment overdue installments of interest on the Notes, it will pay the defaulted interest in any lawful manner plusinterest, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on at a subsequent special record date, rate per annum that is 2% in each case at excess of the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidotherwise payable.

Principal and Interest. The Issuer promises to Company will pay the principal of this Note on [●]December 1, 20222018. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Notebelow, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawfulshown above. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears semi-annually (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date May 15 or November 15 immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing on June 1, 2011. [Pursuant to the Closing Date Registration Rights Agreement, the Company and the Subsidiary Guarantors will be obligated to consummate an exchange offer registered under the Securities Act (the “Exchange Offer”). Upon such Exchange Offer, the Holders of the Notes shall have the right, subject to compliance with securities laws, to exchange the Notes for Exchange Notes, which have been registered under the Securities Act, in like principal amount and having terms identical in all material respects to the Notes. The Holders of the Notes shall be entitled to receive certain Additional Interest payments in the event the Exchange Offer is not consummated and upon certain other conditions, all pursuant to and in accordance with the terms of the Registration Rights Agreement. The Holder of this Note is entitled to the benefits of the Closing Date Registration Rights Agreement.]1 Holders may be entitled to receive Additional Interest payments in the event the Company fails to file specified reports and other information with the SEC or to provide such reports and other information to the Trustee. Interest on this Note the Notes will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from December 2, 2010; provided that, if there is no existing default in the Issue payment of interest and this Note is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company shall pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying overdue principal and Transfer Agentpremium, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment overdue installments of interest on the Notes, it will pay the defaulted interest in any lawful manner plusinterest, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on at a subsequent special record date, rate per annum that is 1% in each case at excess of the rate stated hereinotherwise payable. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date 1 Remove bracketed language for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.Exchange Notes

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●[ ], 20222011. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1[ ]% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date [ ] and [ ] immediately preceding the interest payment date) on each Interest Payment Dateinterest payment date, commencing [ ], 2004. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Issue Datedate of issuance. Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case The Company will pay, from time to time on demand, interest on overdue principal, premium, if any, and interest at a rate per annum that is 2% in which the date excess of the payment rate of principal of, premium interest that is applicable to the Notes. Interest not paid when due (including any thereof that becomes due on or demand) and any interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not paid when due (including any thereof that becomes due on demand) will be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify 15th day preceding the date fixed by the Trustee in writing for the payment of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid. In the event that the Excepted Non-Guarantor Subsidiaries do not execute all Note Guarantees and pledge their assets in accordance with the Collateral Documents to secure their Note Guarantees within 90 days of the Issue Date, the interest rate on the Notes shall increase to [rate plus 1.0]% per annum, commencing on the 91st day following the Issue Date through and until the date on which all such Note Guarantees have been executed and pledges documented in accordance with the Collateral Documents, after which the interest rate shall decrease to [ ]% per annum.

Principal and Interest. The Issuer promises to pay the principal of this Note on [●], 2022. The Issuer promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of this Note at the close of business on the Interest Record Date immediately preceding each Interest Payment Date. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer promises to Company will pay the principal of this Note on [●]November 15, 20222008. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Notebelow, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawfulshown above. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date May 1 or November 1 immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing May 15, 1999. If an exchange offer (the "Exchange Offer") registered under the Securities Act is not consummated and a shelf registration statement (the "Shelf Registration Statement") under the Securities Act with respect to resales of the Notes is not declared effective by the Commission, on or before May 5, 1999 in accordance with the terms of the Registration Rights Agreement dated as of November 5, 1998 between the Company and Xxxxxx Xxxxxxx & Co. Incorporated and First Union Capital Markets, a division of Wheat First Securities, Inc., the annual interest rate borne by the Notes shall be increased by 0.5% from the rate shown above accruing from May 5, 1999, payable in cash semiannually, in arrears, on each Interest Payment Date, commencing May 15, 1999 until the Exchange Offer is consummated or the Shelf Registration Statement is declared effective. The Holder of this Note is entitled to the benefits of such Registration Rights Agreement. Interest on this Note the Notes will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from November 5, 1998; provided that, if there is no existing default in the Issue payment of interest and this Note is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company shall pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying overdue principal and Transfer Agentpremium, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment overdue installments of interest on the Notes, it will pay the defaulted interest in any lawful manner plusinterest, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on at a subsequent special record date, rate per annum that is 2% in each case at excess of the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidotherwise payable.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]June 1, 20222027. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 14.875% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears on each interest payment date, commencing December 1, 2015, to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date November 15 and May 15 immediately preceding each Interest Payment Datethe interest payment date. However, the Company will pay the interest payable on the Notes at their Stated Maturity to the Persons to whom the Company pays the principal amount of the Notes. The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated May 14, 2015, between the Company, the Parent and the Initial Purchasers named therein (the “ Registration Rights Agreement” ), which provides in certain circumstances for the payment of additional interest to certain Holders of Notes, subject to the terms and conditions of such agreement. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Issue Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on overdue principal, premium, if any, and interest at the Notes is rate applicable to this Note. Interest not a Business Day in the relevant place of payment or in the place of business of the Paying paid when due and Transfer Agent, then payment of such any interest on principal, premium or interest need not paid when due will be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]December 1, 20222034. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 15.75% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears on each interest payment date, commencing June 1, 2015, to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date May 15 and November 15 immediately preceding each Interest Payment Datethe interest payment date. However, the Company will pay the interest payable on the Notes at their Stated Maturity to the Persons to whom the Company pays the principal amount of the Notes. The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated December 2, 2014, between the Company, the Parent and the Initial Purchasers named therein (the “Registration Rights Agreement”), which provides in certain circumstances for the payment of additional interest to certain Holders of Notes, subject to the terms and conditions of such agreement. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Issue Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on overdue principal, premium, if any, and interest at the Notes is rate applicable to this Note. Interest not a Business Day in the relevant place of payment or in the place of business of the Paying paid when due and Transfer Agent, then payment of such any interest on principal, premium or interest need not paid when due will be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay repay a principal amount of Notes equal to $125,000,000 of the Original Notes and, if Additional Notes are ever issued, 125/550% of the original principal amount thereof, on each of this Note December 15, 2015 and December 15, 2016, with the remaining principal amount to be paid on [●]December 15, 20222017. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 18 1/2% per annum in excess of the above rate and [(subject to pay interest on overdue installments of interest at such higher rate to the extent lawful. adjustment as provided below)].1 Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder Holders of record of this Note the Notes at the close of business on the Interest Record Date June 1 or December 1 immediately preceding the interest payment date) on each interest payment date, commencing June 15, 2010. [The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated [ ], between the Company and the Initial Purchasers named therein (the “Registration Rights Agreement”). The Company will pay Additional Interest Payment Date. as and when provided for in the Registration Rights Agreement]2 Interest on this Note will accrue from the most recent date to which interest has been paid on this Note [or the Note surrendered in exchange for this Note]3 (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from [the Issue Date. Date].4 Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case in which 1 Include only for Initial Note or Initial Additional Note. 2 Include only for Initial Note or Initial Additional Note. 3 Include only for Exchange Note. 4 For Additional Notes, should be the date of the payment of principal of, premium on or their original issue. The Company will pay interest on the Notes is overdue principal, premium, if any, and interest at a rate per annum of 8 1/2%. Interest not a Business Day in the relevant place of payment or in the place of business of the Paying paid when due and Transfer Agent, then payment of such any interest on principal, premium or interest need not paid when due will be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer promises to Company will pay the principal of this Note on [●]June 15, 20222011. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Notebelow, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawfulshown above. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date June 1 or December 1 immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing December 15, 2001. If neither an exchange offer (the "Exchange Offer") registered under the Securities Act is consummated nor a shelf registration statement (the "Shelf Registration Statement") under the Securities Act with respect to resales of the Notes is declared effective by the Commission, on or before December 7, 2001 in accordance with the terms of the Registration Rights Agreement dated June 4, 2001 among the Company, each of the Guarantors and Morgxx Xxxnxxx & Xo. Incorporated and J.P Xxxxxx Xxxurities, Inc., then the annual interest rate borne by the Notes shall be increased by 0.5% from the rate shown above accruing from December 7, 2001, payable in cash semiannually, in arrears, on each Interest Payment Date, commencing December 15, 2001 until the earlier of (a) the consummation of the Exchange Offer or the effectiveness of the Shelf Registration Statement and (b) the expiration of the period set forth in Rule 144(k) under the Securities Act of 1933 with respect to the Notes. The Holder of this Note is entitled to the benefits of such Registration Rights Agreement. Interest on this Note the Notes will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from June 7, 2001; provided that, if there is no existing default in the Issue payment of interest and this Note is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company shall pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying overdue principal and Transfer Agentpremium, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment overdue installments of interest on the Notes, it will pay the defaulted interest in any lawful manner plusinterest, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on at a subsequent special record date, rate per annum that is 2% in each case at excess of the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidotherwise payable.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]December 1, 20222034. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 15.75% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears on each interest payment date, commencing June 1, 2015, to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date May 15 and November 15 immediately preceding each Interest Payment Datethe interest payment date. However, the Company will pay the interest payable on the Notes at their Stated Maturity to the Persons to whom the Company pays the principal amount of the Notes. The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated December 2, 2014, between the Company, the Parent and the Initial Purchasers named therein (the “ Registration Rights Agreement” ), which provides in certain circumstances for the payment of additional interest to certain Holders of Notes, subject to the terms and conditions of such agreement. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Issue Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on overdue principal, premium, if any, and interest at the Notes is rate applicable to this Note. Interest not a Business Day in the relevant place of payment or in the place of business of the Paying paid when due and Transfer Agent, then payment of such any interest on principal, premium or interest need not paid when due will be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer promises to Company will pay the principal of this Note on [●]March 1, 20222008. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Notebelow, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawfulshown above. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date February 15 or August 15 immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing September 1, 1998. If an exchange offer (the "Exchange Offer") registered under the Securities Act is not consummated and a shelf registration statement (the "Shelf Registration Statement") under the Securities Act with respect to resales of the Notes is not declared effective by the Commission, on or before September 3, 1998 in accordance with the terms of the Registration Rights Agreement dated as of March 3, 1998 between the Company and Xxxxxx Xxxxxxx & Co. Incorporated, Salomon Brothers Inc and NationsBanc Xxxxxxxxxx Securities LLC, the annual interest rate borne by the Notes shall be increased by 0.5% from the rate shown above accruing from September 3, 1998, payable in cash semiannually, in arrears, on each Interest Payment Date, commencing March 1, 1999 until the Exchange Offer is consummated or the Shelf Registration Statement is declared effective. The Holder of this Note is entitled to the benefits of such Registration Rights Agreement. Interest on this Note the Notes will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from March 3, 1998; provided that, if there is no existing default in the Issue payment of interest and this Note is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company shall pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying overdue principal and Transfer Agentpremium, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment overdue installments of interest on the Notes, it will pay the defaulted interest in any lawful manner plusinterest, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on at a subsequent special record date, rate per annum that is 2% in each case at excess of the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidotherwise payable.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]May 15, 20222014. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Note, at the rate of 9.256.5% per annum. The Issuer promises annum (subject to adjustment as provided below); provided, however, that if the Company Repurchases this Note pursuant to Section 3.06 of the Indenture the Company shall not be obligated to pay interest on overdue the principal at 1% per annum in excess amount of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawfulthis Note. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date May 15 or November 15 immediately preceding the interest payment date) on each Interest Payment Dateinterest payment date, commencing May 15, 2008. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note or the Note surrendered in exchange for this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Issue Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In The Company will pay interest on overdue principal, premium, if any, and, to the extent lawful, interest at a rate per annum of 8.5%. Interest not paid when due and any case in which the date of the payment of principal ofinterest on principal, premium on or interest not paid when due will be paid to the Persons that are Holders on a special record date, which will established as set forth in the Indenture referred to below. Additional interest will accrue on the Notes at an additional rate per year equal to 0.50% per annum of the principal amount of the Notes under the circumstances set forth in the Registration Rights Agreement (as defined below). Any payment required to be made on any day that is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not be made on such date but may will be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted without additional interest, to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]June 1, 20222021. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 19.75% per annum in excess of the above rate and [(subject to pay interest on overdue installments of interest at such higher rate to the extent lawful. adjustment as provided below)].1 Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder Holders of record of this Note the Notes at the close of business on the Interest Record Date June 1 or December 1 immediately preceding the interest payment date) on each Interest Payment Dateinterest payment date, commencing December 1, 2014. [The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated May 30, 2014, between the Company and the Initial Purchasers named therein (the “Registration Rights Agreement”). In the event that neither the Exchange Registration Statement (as defined in the Registration Rights Agreement) nor the Shelf Registration (as defined in the Registration Rights Agreement) (i) has been filed with the Commission on or prior to the date that is 300 days after the Issue Date or (ii) is declared effective on or prior to the date that is 360 days after the Issue Date (the “Effectiveness Deadline”), the interest rate on this Note will increase by a rate of 0.25% per annum until the date that is 360 days following the Issue Date (in the case of clause (i)) or until the Exchange Registration Statement or the Shelf Registration is declared effective by the Commission (in the case of clause (ii)). If the Exchange Registration Statement is declared effective but the Exchange is not consummated on or prior to 30 Business Days after the date of effectiveness of the Exchange Registration Statement, the interest rate on this Note will increase by a rate of 0.25% per annum until the Exchange Offer is consummated. However, (i) upon filing of the Exchange Registration Statement or the Shelf Registration, (ii) upon the effectiveness of any such registration statement, or (iii) upon consummation of the Exchange Offer, as the case may be, such additional interest shall cease to accrue. The interest rate on this Note will not increase by more than 0.50% per annum notwithstanding the Company’s failure to meet more than one of these requirements.]2 Interest on this Note will accrue commencing on the date of original issue and thereafter from the most recent date to which interest has been paid on this Note [or the Note surrendered in exchange for this Note]3 (or, if there is no existing Default default in the 1 Include only for Initial Note or Initial Additional Note. 2 Include only for Initial Note or Initial Additional Note. 3 Include only for Exchange Note. payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from [the Issue Date. Date].4 Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at a rate per annum that is 1% in excess of 9.75%. Interest not paid when due and any interest on the defaulted interestprincipal, premium or interest not paid when due will be paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]July 1, 20222016. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 18.125% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date June 15 or December 15 immediately preceding the interest payment date) on each Interest Payment Dateinterest payment date, commencing January 1, 2009. The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated July 2, 2008, between the Company and the Initial Purchasers named therein (the “Registration Rights Agreement”). In the event that the Exchange Offer is not completed (or, if required, the Shelf Registration Statement (as defined in the Registration Rights Agreement) is not declared effective) on or before the date that is the 210th day after the Issue Date (the “Effectiveness Deadline”), the interest rate on this Note will increase by a rate of 0.25% per annum (which rate will be increased by an additional 0.25% per annum for each subsequent 90-day period that such additional interest continues to accrue, provide that the rate at which such additional interest accrues may in no event exceed 1.0% per annum) until the Exchange Offer is completed or the Shelf Registration Statement is declared effective by the SEC. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note or the Note surrendered in exchange for this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Issue Date. Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes overdue principal, premium, if any, and interest at a rate per annum that is 1% in excess of 8.125%. Interest not a Business Day in the relevant place of payment or in the place of business of the Paying paid when due and Transfer Agent, then payment of such any interest on principal, premium or interest need not paid when due will be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]December 15, 20222024. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 16.125% per annum in excess of the above rate and [(subject to pay interest on overdue installments of interest at such higher rate to the extent lawful. adjustment as provided below)].1 Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date June 1 or December 1 immediately preceding the interest payment date) on each interest payment date, commencing [June 15, 2015]2. [The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated , among the Company, the Guarantors and the Initial Purchasers named therein (the “Registration Rights Agreement”), including the right to receive Additional Interest Payment Date. (as defined in the Registration Rights Agreement).]3 Interest on this Note will accrue from the most recent date to which interest has been paid on this Note [or the Note surrendered in exchange for this Note]4 (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from [the Issue Date. Date].5 Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at a rate per annum that is 1.0% in excess of 6.125%. Interest not paid when due and any interest on the defaulted interestprincipal, premium or interest not paid when due will be paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid. 1 Include only for Initial Note or Initial Additional Note. 2 Include only for Initial Notes. 3 Include only for Initial Note or Initial Additional Note.

Principal and Interest. The Issuer promises to pay the principal of this Note on [●], 2022the Maturity Date. The Issuer promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Note, Note at the rate of 9.255.250% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date March 22 or September 21 immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing April 6, 2017. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue Date. Interest will be computed on in the basis of a 360-360 day year of twelve 30-30 day months. In any case in which the date of the payment of principal of, premium on or The Issuer will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at a rate per annum that is 1% per annum in excess of the rate per annum borne by this Note. Interest not paid when due and any interest on the defaulted interestprincipal, premium or interest not paid when due will be paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Issuer for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Issuer will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid. Additional Amounts will be paid in respect of any payments of interest or principal so that the amount a Holder receives after applicable withholding tax will equal the amount that the Holder would have received if no withholding tax had been applicable, to the extent described in Section 3.01 of the Indenture.

Principal and Interest. The Issuer promises to Company will pay the principal of this Note on [●]May 15, 20222019. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Notebelow, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawfulshown above. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears semi-annually (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date May 1 or November 1 immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing on November 15, 2011. [Pursuant to the Registration Rights Agreement, the Company and the Subsidiary Guarantors will be obligated to consummate an exchange offer registered under the Securities Act (the “Exchange Offer”). Upon such Exchange Offer, the Holders of the Notes shall have the right, subject to compliance with securities laws, to exchange the Notes for Exchange Notes, which have been registered under the Securities Act, in like principal amount and having terms identical in all material respects to the Notes. The Holders of the Notes shall be entitled to receive certain Additional Interest payments in the event the Exchange Offer is not consummated and upon certain other conditions, all pursuant to and in accordance with the terms of the Registration Rights Agreement. The Holder of this Note is entitled to the benefits of the Registration Rights Agreement.](1) Holders may be entitled to receive Additional Interest payments in the event the Company fails to file specified reports and other information with the SEC or to provide such reports and other information to the Trustee. Interest on this Note the Notes will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from May 17, 2011; provided that, if there is no existing default in the Issue payment of interest and this Note is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company shall pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying overdue principal and Transfer Agentpremium, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment overdue installments of interest on the Notes, it will pay the defaulted interest in any lawful manner plusinterest, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on at a subsequent special record date, rate per annum that is 1% in each case at excess of the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidotherwise payable.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]May 15, 20222020. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 17.625% per annum in excess of the above rate and [(subject to pay interest on overdue installments of interest at such higher rate to the extent lawful. adjustment as provided below)].2 Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date May 1 or November 1 immediately preceding the interest payment date) on each interest payment date, commencing November 15, 2012. [The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated May 14, 2012, between the Company, the Guarantors and the Initial Purchasers named therein (the “Registration Rights Agreement”) including the right to receive Additional Interest Payment Date. (as defined in the Registration Rights Agreement), if any.]3 Interest on this Note will accrue from the most recent date to which interest has been paid on this Note [or the Note surrendered in exchange for this Note]4 (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from [the Issue Date. Date].5 Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In The Company will pay interest on overdue principal, premium, if any, and overdue interest, at the rate otherwise applicable to the Notes. Interest not paid when due and any case in which the date of the payment of principal ofinterest on principal, premium on premium, if any, or interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not paid when due will be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid. ___________________ 2Include only for Initial Note or Initial Additional Note. 3Include only for Initial Note or Initial Additional Note. 4Include only for Exchange Note. 5For Additional Notes, should be the date of their original issue.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]February 1, 20222026. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 13.750% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears on each February 1 and August 1 (to the Holder holders of record of this Note series of Notes at the close of business on the Interest Record Date January 15 or July 15 immediately preceding each Interest Payment Datethe interest payment date), commencing February 1, 2021. The Company must also pay certain Additional Amounts as specified in the Indenture upon a “Change in Tax Law” as defined in the Indenture. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue DateAugust 1, 2020. Interest will shall be computed on the basis of a 360-day year comprised of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at a rate per annum of 3.750%. Interest not paid when due and any interest on the defaulted interestprincipal, premium or interest not paid when due will be paid to the Persons who that are Holders of this series of Notes on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify 15th day preceding the date fixed by the Company or the Trustee in writing for the payment of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]January 17, 20222020. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1(i) 6.00% per annum in excess cash for all interest paid in cash or (ii) of 8.00% per annum for interest paid in-kind (as provided for below) (“PIK Interest”), from the above rate and to pay interest on overdue installments date of interest at such higher rate issuance of this Note until but not including, the date of maturity. Subject to the extent lawful. Interest (except defaulted interest) next paragraph, interest will be payable semiannually and at the Final Maturity Date semi-annually in arrears (to the Holder holders of record of this Note the Notes at the close of business on June 16 or December 17 immediately preceding the Interest Record Date immediately preceding Payment Date) on each Interest Payment Date, commencing June 30, 2013. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Regular Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Original Issue Date. Interest will be computed At the Company’s election, the Company may elect from time to time to pay interest on the basis principal amount of a 360-day year of twelve 30-day monthsthis Note in cash, partially in cash and partially in PIK Notes, or entirely in PIK Notes. In any case the event that the Company wishes to pay PIK Interest, the Company shall elect the form of interest payment with respect to each interest payment period by delivering a written notice (a “PIK Election”) to the Trustee on or prior to the Regular Record Date in which the date respect of the relevant Interest Payment Date. In the absence of such an election for any interest payment of principal ofperiod, premium on or interest on the Notes shall be payable according to the election for the previous interest payment period. Interest will accrue at a rate of 6% per annum if the interest for such period is not paid fully in cash. In the event that the Company makes a Business Day in PIK Election, the relevant place cash interest portion (if any) of payment or in interest payable will accrue and be paid for such interest period at a rate of 6% per annum and the place PIK Interest, paid through the issuance of business PIK Notes as described below, will accrue for such interest period at a rate of the Paying and Transfer Agent, then payment of such 8% per annum. Any amount (whether principal, premium or interest) not paid when due hereunder (whether at the stated maturity, by acceleration or otherwise) shall bear interest need not be made on (including after as well as before judgement, and including post-petition interest in any proceeding), to the extent permitted by law, at a rate of 6% per annum plus the Default Rate from and including the date of such date non-payment to but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on excluding the date on which such payment amount is due, and no interest on the Notes shall accrue for the period after paid in full (all such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted default interest, “Defaulted Interest”). Defaulted Interest will be paid to the Persons who that are Holders on a subsequent special record datedate fixed by the Company for the payment of such Defaulted Interest, in each case at the rate stated hereinwhether or not such day is a Business Day, as follows. The Issuer will Company shall notify the Trustee in writing of the amount of defaulted interest Defaulted Interest proposed to be paid on each Note and the date of the proposed payment, and at the same time the Company shall deposit with the Trustee an amount of money and/or PIK Notes equal to the aggregate amount proposed to be paid in respect of such Defaulted Interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money and/or PIK Notes when deposited to be held in trust for the benefit of the Persons entitled to such Defaulted Interest as provided in this Note. The Issuer will Company shall fix or caused cause to be fixed each such special record date and payment datedate in such written notice; provided, however, provided that no such special record date may shall be less than 10 days prior to the related payment date for such defaulted interestDefaulted Interest. At least 15 days before the special record date, the Issuer Company (or, upon the written request of the IssuerCompany, the Trustee in the name and at the expense of the IssuerCompany) will mail shall mail, or cause to be mailed to Holders each Holder a notice that states the special record date, the related payment date and the amount of such interest Defaulted Interest to be paid. Interest shall accrue on PIK Notes from and including the date of issuance of such PIK Notes. Any such PIK Notes shall be issued on the same terms as the Notes and shall constitute part of the same series of securities as the Notes and will vote together as one series on all matters with respect to the Notes. All references to Notes herein shall include any PIK Notes. The Company will evidence and satisfy its obligation to pay PIK Interest in respect of Notes represented by Global Notes by increasing the principal amount of such Global Notes for the benefit of the Persons with the beneficial interest in such Global Notes specified by the Depositary or its nominee. Any such increase in the principal amount of the Global Notes will be made by the Trustee or the Custodian (at the direction of the Trustee). The Company will evidence and satisfy its obligation to pay PIK Interest in respect of Notes represented by Certificated Notes by issuing additional notes (“PIK Notes”) in an aggregate principal amount equal to the PIK Interest then payable, rounded up to the nearest whole dollar, in the form of Certificated Notes and delivering them to Holders thereof.

Principal and Interest. The Issuer promises to SemGroup Corporation (the “Company”) shall pay the principal of this Note on [●]March 15, 20222026. The Issuer Company promises to pay interest and Additional Interest, if any, on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Notebelow, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 17.250% per annum in excess (subject to adjustment as provided below). Interest, and Additional Interest, if any, shall be payable semi-annually (to the Holders of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of this Note Notes at the close of business on March 1 or September 1 immediately preceding the Interest Record Date immediately preceding Payment Date) in arrears on each Interest Payment Date, commencing March 15, 2018. Interest The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated September 20, 2017 (the “Registration Rights Agreement”), among the Company, the Subsidiary Guarantors and Credit Suisse Securities (USA) LLC, as representative of the several Initial Purchasers, including with respect to Additional Interest. Interest, including Additional Interest, if any, on this Note will shall accrue from the most recent date to which interest has been paid on this Note (or the Note surrendered in exchange herefor or, if no interest has been paid, from September 20, 2017; provided that, if there is no existing Default in the payment of interest, interest and if this Note is authenticated between a regular Interest Regular Record Date referred to on the face hereof and the next following succeeding Interest Payment Date, interest shall accrue from such next succeeding Interest Payment Date) or, if no interest has been paid, from the Issue Date. Interest will shall be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company shall pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying overdue principal and Transfer Agentpremium, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment overdue installments of interest on the Notesand Additional Interest, it will pay the defaulted interest in any lawful manner plusif any, to the extent lawful, interest payable on the defaulted interest, at a rate per annum equal to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior applicable to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidNotes.

Principal and Interest. The Issuer promises to Company will pay the principal of this Note on [●]March 15, 20222009. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Notebelow, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawfulshown above. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears cash (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date March 1 or September 1 immediately preceding the Interest Payment Date) on each Interest Payment Date. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interestcommencing March 15, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue Date2000. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which If an exchange offer registered under the date Securities Act is not consummated, and a shelf registration statement under the Securities Act with respect to resales of the payment of principal of, premium on or interest on the Notes is not a Business Day declared effective by the Commission, on or before the date that is six months after the date of issue of this Note in accordance with the relevant place of payment or in the place of business terms of the Paying Registration Rights Agreement, dated as of December 8, 1999, between the Company and Transfer AgentXxxxxx Xxxxxxx & Co. Incorporated, then payment of such principal, premium or annual interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no (in addition to interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest otherwise due on the Notes) will accrue, it will at an annual rate of 0.5% per annum of the principal amount, payable in cash semiannually, in arrears on March 15 and September 15 of each year, commencing September 15, 2000 until the consummation of a registered exchange offer or the effectiveness of a shelf-registration statement with respect to resale of this Note. The Holder of this Note is entitled to the benefits of such Registration Rights Agreement. The Holder of this Note is entitled to the benefits of a Pledge Agreement, dated as of December 8, 1999, between the Company and The Bank of New York, as trustee (the "Trustee"), pursuant to which the Company has placed in the Pledge Account cash or Government Securities sufficient to provide for the payment of the first three interest payments on this Note. The Company shall pay the defaulted interest in any lawful manner pluson overdue principal and premium, if any, and interest on overdue installments of interest, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on at a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, per annum that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidis 11.50% per annum.

Principal and Interest. The Issuer promises to pay USinternetworking, Inc., a Delaware corporation (the principal of this Note on [●]"Company"), 2022. The Issuer promises to pay interest on the principal amount of this Note on each Interest other than the Initial Principal Payment Dateat a rate of 10% per annum from [insert the Effective Date of the Plan], as set forth on 2002 until maturity at June 30, 2005. Simultaneously with the face issuance of this Note, at the rate of 9.25Company will pay 50% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments principal (the "Initial Principal Payment"). On the last day of interest at each month, beginning with [insert the last day of the first full month beginning after the Effective Date of the Plan], or, if any such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of this Note at the close of business day is not a Business Day, on the Interest Record Date immediately preceding each Interest next succeeding Business Day (each, a "Payment Date. Interest on this Note "), the Company will accrue pay the interest that has accrued from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from [insert the Issue DateEffective Date of the Plan], 2002. On each Payment Date beginning with January 2004, the Company will also pay a portion of the principal equal to [insert the amount obtained by dividing 50% of the initial principal by 48]. The Company will pay all unpaid principal and interest on June 30, 2005. The Company will pay interest on overdue principal on demand at the rate of 11% per annum to the extent lawful; it will pay interest on overdue installments of interest on demand at the same rate to the extent lawful. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which Notwithstanding the date foregoing, if this Note is issued after the occurrence of one or more Payment Dates, the payment of principal of, premium on or interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such Company shall pay principal, premium or if any, and interest need not be made due and payable on such date but may Payment Dates at the time of issuance of this Note. Such payment shall be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, considered timely and no interest shall be payable as a result of any such delay in receipt of principal and interest due on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidPayment Date.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]June 1, 20222023. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 14.75% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears on each interest payment date, commencing December 1, 2013, to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date May 15 and November 15 immediately preceding each Interest Payment Datethe interest payment date. However, the Company will pay the interest payable on the Notes at their Stated Maturity to the Persons to whom the Company pays the principal amount of the Notes. The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated May 22, 2013, between the Company and the Initial Purchasers named therein (the “Registration Rights Agreement”), which provides in certain circumstances for the payment of additional interest to certain Holders of Notes, subject to the terms and conditions of such agreement. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Issue Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on overdue principal, premium, if any, and interest at the Notes is rate applicable to this Note. Interest not a Business Day in the relevant place of payment or in the place of business of the Paying paid when due and Transfer Agent, then payment of such any interest on principal, premium or interest need not paid when due will be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●], 2022. The Issuer promises to pay interest Interest on the principal amount of the Notes at the Interest Rate from the date of issuance until repayment in full at Stated Maturity or repurchase. The Company will pay Interest on this Note semi-annually, in arrears, on May 18 and November 18 of each year (each, an "INTEREST PAYMENT DATE"), commencing May 18, 2005. The Notes shall bear Interest Payment Datefrom December 8, 2004 until the Principal thereof is paid or made available for payment, or until such date on which the Notes are converted or purchased as set forth on the face of this Noteprovided herein, at the a rate of 9.253.75% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of this Note at the close of business on the Interest Record Date immediately preceding each Interest Payment Date. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue Date. Interest will Notes shall be computed (i) for any full semi-annual period for which a particular Interest Rate is applicable, on the basis of a 360-day year comprised of twelve 30-day monthsmonths and (ii) for any period for which a particular Interest Rate is applicable for less than a full semiannual period for which Interest is calculated, on the basis of a 30-day month and, for such periods of less than a month, the actual number of days elapsed over a 30-day month. In addition, Holders shall be entitled to receive Additional Interest, if any, on such Note pursuant and subject to the Registration Rights Agreement, but in no event shall a Holder be required to repay any case Additional Interest such Holder receives following the remittance of Interest as specified in which Section 2.1(e)(iii) of the Indenture. Additional Interest shall be paid on dates corresponding to the payment date of Interest on such Note pursuant to the Registration Rights Agreement. Further reference is made to Sections 2.1 of the Indenture for other provisions of the Notes relating to the payment of principal of, premium on or interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such dateInterest. If the Issuer defaults in Company fails to make a payment of interest Principal of or Interest on the Notesany Note when due and payable, it will shall pay the defaulted interest in any lawful manner plus, such Interest on such amounts (to the extent lawful), interest which shall be calculated using the applicable Interest Rate (such amounts, the "DEFAULTED INTEREST"). It may elect to pay such Defaulted Interest, plus any other Interest payable on the defaulted interestit, to the Persons who are Holders on which the Interest is due on a subsequent special record date, in each case at the rate stated herein. The Issuer will Company shall notify the Trustee in writing of the amount of defaulted interest Defaulted Interest proposed to be paid on each Note and the date of the proposed paymentsuch Note. The Issuer will Company shall fix or caused to be fixed each any such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestpayment. At least 15 days before the any such special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will Company shall mail or cause to be mailed to Holders affected thereby a notice that states the special record date, the related payment date Interest Payment Date and the amount of such interest to be paid.

Principal and Interest. The Issuer Corporation promises to pay the principal amount set forth on Schedule A of this Note Security to the Holder hereof on [●]August 1, 20222016. The Issuer promises to Corporation shall pay interest at a rate of 9-1/2% per annum, semiannually on February 1 and August 1 of each year (each, an “Interest Payment Date”), commencing on February 1, 1997, in cash to the Holder hereof until the principal amount of this Note hereof is paid or made available for payment. The interest so payable, and punctually paid or duly provided for, on each any Interest Payment DateDate will, as set forth on subject to certain exceptions provided in the face of this NoteIndenture, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate be paid to the extent lawful. Interest Person in whose name this Security (except defaulted interestor the Security in exchange or substitution for which this Security was issued) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of this Note is registered at the close of business on the record date for interest payable on such Interest Payment Date (the “Record Date”). The Record Date for any interest payment is the close of business on the preceding January 15 or July 15, as the case may be, whether or not a Business Day, immediately preceding each the Interest Payment DateDate on which such interest is payable. Interest Any such interest not so punctually paid or duly provided for (“Defaulted Interest”) shall forthwith cease to be payable to the Holder on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest such Record Date and shall be paid as provided in Section 2.12 of the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue DateIndenture. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case For disclosure purposes under the Interest Act (Canada), whenever in the Indenture or the Securities interest at a specified rate is to be calculated on the basis of a period less than a calendar year, the yearly rate of interest to which such rate is equivalent is such rate multiplied by the date actual number of days in the relevant calendar year and divided by the number of days in such period. Each payment of principal of, premium interest in respect of an Interest Payment Date will include interest accrued through the day before such Interest Payment Date. If an Interest Payment Date falls on or interest on the Notes a day that is not a Business Day in Day, the relevant place of interest payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not to be made on such date but may Interest Payment Date will be made on the next succeeding Business Day. Any payment made on such Business Day shall have with the same force and effect as if made on the date on which such payment is dueInterest Payment Date, and no additional interest on the Notes shall will accrue for the period after as a result of such datedelayed payment. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to To the extent lawful, the Corporation shall pay interest payable on (i) any overdue principal of (and premium, if any, on) this Security, at the defaulted interestinterest rate borne on this Security, and (ii) Defaulted Interest (without regard to any applicable grace period), at the same rate. The Corporation’s obligation pursuant to the Persons who are Holders on previous sentence shall apply whether such overdue amount is due at its Stated Maturity, as a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing result of the amount of defaulted interest proposed Corporation’s obligations pursuant to be paid on each Note and the date Section 3.07 or Section 5.01 of the proposed payment. The Issuer will fix Indenture, or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidotherwise.

Principal and Interest. The Issuer promises to pay the principal of this Note on [●]Vertex Pharmaceuticals Incorporated, 2022. The Issuer a Massachusetts corporation, promises to pay interest on the principal amount of this Note Security at the Interest Rate from the date of issuance until repayment at Maturity, redemption or repurchase. The Company will pay interest on this Security semiannually in arrears on March 19 and September 19 of each year (each an "Interest Payment Date"), as set forth on the face of this Notecommencing March 19, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of this Note at the close of business on the Interest Record Date immediately preceding each Interest Payment Date2001. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue Date. Interest will Securities shall be computed (i) for any full semiannual period for which a particular Interest Rate is applicable on the basis of a 360-day year of twelve 30-day monthsmonths and (ii) for any period for which a particular Interest Rate is applicable shorter than a full semiannual period for which interest is calculated, on the basis of a 30-day month and, for such periods of less than a month, the actual number of days elapsed over a 30-day month. In A Holder of any case in Security at the close of business on a Regular Record Date shall be entitled to receive interest on such Security on the corresponding Interest Payment Date. A Holder of any Security which is converted after the date close of business on a Regular Record Date and prior to the payment of principal of, premium on or corresponding Interest Payment Date (other than any Security whose Maturity is prior to such Interest Payment Date) shall be entitled to receive interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment principal amount of such principalSecurity, premium or interest need not notwithstanding the conversion of such Security prior to such Interest Payment Date. However, any such Holder which surrenders any such Security for conversion during such period shall be made on such date but may be made on required to pay the next succeeding Business Day. Any payment made on such Business Day shall have Company an amount equal to the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue principal amount of such Security so converted, which is payable by the Company to such Holder on such Interest Payment Date, at the time such Holder surrenders such Security for conversion. Notwithstanding the foregoing, any such Holder which surrenders for conversion during such period after such date. If any Security which has been called for redemption by the Issuer defaults Company in a payment notice of redemption given by the Company pursuant to Section 10.5 of the Indenture (whether the Redemption Date for such Security is on such Interest Payment Date or otherwise) shall be entitled to receive (and retain) such interest and need not pay the Company an amount equal to the interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the principal amount of such Security so converted at the time such Holder surrenders such Security for conversion. Except as provided in Section 2.1 and Article 12 of the Indenture, no payment or other adjustment shall be made for interest to accrued on any Security converted or for dividends on any shares of Common Stock issued upon conversion of such Security. In accordance with the terms of the Registration Rights Agreement, during the first 90 days following a Registration Default (as defined in the Registration Rights Agreement), the Interest Rate borne by the Securities shall be paid.increased by 0.25% on:

Principal and Interest. The Issuer promises to Anixter Inc. (the “Company”) shall pay the principal of this Note on [●]December 1, 20222025. The Issuer Company promises to pay interest and Additional Interest, if any, on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Notebelow, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 16.00% per annum in excess (subject to adjustment as provided below). Interest, and Additional Interest, if any, shall be payable semi-annually (to the Holders of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of this Note Notes at the close of business on May 15 or November 15 immediately preceding the Interest Record Date immediately preceding Payment Date) in arrears on each Interest Payment Date, commencing June 1, 2019. Interest The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated November 13, 2018, among the Company, the Guarantor and Xxxxx Fargo Securities, LLC, as representative of the several Initial Purchasers (the “Registration Rights Agreement”), including with respect to Additional Interest. Insert if at the date of issuance of the Exchange Note any Registration Default has occurred with respect to the related Initial Notes during the interest period in which such date of issuance occurs. Interest, including Additional Interest, if any, on this Note will shall accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default or the Note surrendered in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) exchange herefor or, if no interest has been paid, from November 13, 2018; provided that, if there is no existing default in the Issue payment of interest and if this Note is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such next succeeding Interest Payment Date. Interest will shall be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company shall pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying overdue principal and Transfer Agentpremium, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment overdue installments of interest on the Notesand Additional Interest, it will pay the defaulted interest in any lawful manner plusif any, to the extent lawful, interest payable on the defaulted interest, at a rate per annum equal to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior applicable to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidNotes.

Principal and Interest. The Issuer Buckeye Technologies Inc., a Delaware corporation (such corporation, and its successors and assigns under the Indenture, being herein called the "Company"), promises to pay the principal amount set forth on Schedule A of this Note Security to the Holder hereof on [●]October 15, 20222010. The Issuer promises to Company shall pay interest at a rate of 8%, per annum, from June 11, 1998, or from the most recent Interest Payment Date thereafter to which interest has been paid or duly provided for, semiannually on April 15 and October 15 of each year, commencing on October 15, 1998, in cash, to the Holder hereof until the principal amount of this Note hereof is paid or made available for payment. The interest so payable, and punctually paid or duly provided for, on each any Interest Payment DateDate will, as set forth on subject to certain exceptions provided in the face of this NoteIndenture, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate be paid to the extent lawful. Interest Person in whose name this Security (except defaulted interestor the Security in exchange or substitution for which this Security was issued) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of this Note is registered at the close of business on the Interest Regular Record Date immediately preceding each for interest payable on such Interest Payment Date. The Regular Record Date for any interest payment is the close of business on April 1 or October 1, as the case may be, whether or not a Business Day, immediately preceding the Interest Payment Date on this Note will accrue from which such interest is payable. Any such interest not so punctually paid or duly provided for ("Defaulted Interest") shall forthwith cease to be payable to the most recent date to which interest has been paid Holder on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest such Regular Record Date and shall be paid as provided in Section 307 of the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue DateIndenture. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the Each payment of principal of, premium interest in respect of an Interest Payment Date will include interest accrued through the day before such Interest Payment Date. If an Interest Payment Date falls on or interest on the Notes a day that is not a Business Day in Day, the relevant place of interest payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not to be made on such date but may Interest Payment Date will be made on the next succeeding Business Day. Any payment made on such Business Day shall have with the same force and effect as if made on the date on which such payment is dueInterest Payment Date, and no additional interest will accrue as a result of such delayed payment. If this Security is exchanged in an Exchange Offer (as such term is defined in the Registration Rights Agreement (as defined herein)) prior to the Regular Record Date for the first Interest Payment Date following such exchange, accrued and unpaid interest, if any, on this Security, up to but not including the date of issuance of the Exchange Security or Exchange Securities issued in exchange for this Security, shall be paid on the first Interest Payment Date for such Exchange Security or Exchange Securities to the Holder or Holders of such Exchange Security or Exchange Securities on the first Regular Record Date with respect to such Exchange Security or Exchange Securities. If this Security is exchanged in an Exchange Offer subsequent to the Regular Record Date for the first Interest Payment Date following such exchange but on or prior to such Interest Payment Date, then any such accrued and unpaid interest with respect to this Security and any accrued and unpaid interest on the Notes Exchange Security or Exchange Securities issued in exchange for this Security, through the day before such Interest Payment Date, shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior Interest Payment Date to the related payment date for Holder of this Security on such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidRegular Record Date.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]March 15, 20222031. If the maturity date of this Note is not a Business Day, then the principal amount of the Note plus accrued but unpaid interest thereon shall be paid on the next succeeding Business Day with the same effect as if payment were made on the maturity date, and no interest shall accrue for the maturity date, or thereafter. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.252.750% per annum. The Issuer promises , subject to pay interest on overdue principal at 1% adjustment as set forth herein (the per annum in excess of rate at which the above rate and to pay interest on overdue installments of Notes shall bear interest at such higher rate any time, the “Note Interest Rate”). Interest shall be payable semi-annually in arrears (to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears to the Holder holders of record of this Note at the close of business on the Interest Record Date March 1 or September 1 immediately preceding the interest payment date) on each Interest Payment Dateinterest payment date, commencing September 15, 2021. Interest on this Note will shall accrue from and including the most recent interest payment date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from and including the Issue DateDate to and including the day immediately preceding the next succeeding interest payment date. Interest will shall be computed on the basis of a 360-day year of twelve 30-day months. In If any case in which the interest payment date of the payment of principal of, premium falls on or interest on the Notes a day that is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer AgentDay, then such interest payment of such date shall be the next succeeding Business Day, without additional interest and with the same effect as if it were made on the originally scheduled date. Interest not paid when due and any interest on principal, premium or interest need not paid when due shall be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which shall be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day next preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 10 days before a special record date, the Company shall send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer promises to pay Notes shall bear interest at 2.625% per annum from and including July 8, 2015, or from the most recent Interest Payment Date on which interest has been paid or provided for, until the principal thereof becomes due and payable, and on any overdue principal and (to the extent that payment of this Note such interest is enforceable under applicable law) on [●], 2022any overdue installment of interest at the same rate per annum. The Issuer promises to pay interest Interest on the principal amount Notes shall be payable annually in arrears on July 8 of this Note each year, commencing on each July 8, 2016 (the Interest Payment Dates with respect to the Notes). Interest on the Notes shall be computed on the basis of the actual number of days in the period for which interest is being calculated and the actual number of days from and including the last date on which interest was paid on the Notes (or from July 8, 2015, if no interest has been paid on the Notes) to but excluding the next scheduled Interest Payment Date, . This payment convention is referred to as set forth on ACTUAL/ACTUAL (ICMA) (as defined in the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess rulebook of the above rate and to pay interest on overdue installments International Capital Market Association). Payments of interest at such higher rate shall be made to the extent lawful. Interest Person in whose name a Note (except defaulted interestor predecessor Note) will is registered (which shall initially be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of this Note Common Depositary) at the close of business on the Business Day immediately preceding such Interest Payment Date (the Record Date immediately preceding each Interest Payment Datewith respect to the Notes). Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following If any Interest Payment Date, maturity date or earlier date of redemption falls on a day that is not a Business Day, the required payment shall be made on the next Business Day as if it were made on the date the payment was due and no interest shall accrue on the amount so payable for the period from such and after that Interest Payment Date) or, if no that maturity date or that date of redemption, as the case may be, until the next Business Day. Interest payment for the notes will include accrued interest from and including the date of issue or from and including the last date in respect of which interest has been paid, from as the Issue Date. case may be, to, but excluding, the Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which Payment Date or the date of maturity, as the payment case may be. The principal of principal ofeach Note payable at maturity or upon earlier redemption shall be paid against presentation and surrender of such Note at the office or agency maintained for such purpose in London, premium on or interest on initially the Notes is not a Business Day in the relevant place of payment or in the place of business Corporate Trust Office of the Paying and Transfer Agent, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paideuro.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]September 15, 20222021. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 15.875% per annum in excess of the above rate and [(subject to pay interest on overdue installments of interest at such higher rate to the extent lawful. adjustment as provided below)].1 Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder Holders of record of this Note the Notes at the close of business on the Interest Record Date March 1 or September 1 immediately preceding the interest payment date) on each interest payment date, commencing March 15, 2014. [The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated September 24, 2013, among the Company, the Guarantors named therein and the Initial Purchasers named therein (the “Registration Rights Agreement”). The Company will pay Additional Interest Payment Date. as and when provided for in the Registration Rights Agreement]2 Interest on this Note will accrue from the most recent date to which interest has been paid on this Note [or the Note surrendered in exchange for this Note]3 (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from [the Issue Date. Date].4 Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case in 1 Include only for Initial Note or Initial Additional Note. 2 Include only for Initial Note or Initial Additional Note. 3 Include only for Exchange Note. 4 For Additional Notes, if interest has been paid on the Initial Notes, the last date on which interest has been paid on the date of the payment of principal of, premium on or Initial Notes. The Company will pay interest on the Notes is overdue principal, premium, if any, and interest at a rate per annum of 5.875%. Interest not a Business Day in the relevant place of payment or in the place of business of the Paying paid when due and Transfer Agent, then payment of such any interest on principal, premium or interest need not paid when due will be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer promises to Aleris International, Inc. (the “Company”) shall pay the principal of this Note on [●]February 15, 20222018. The Issuer Company promises to pay interest and Additional Interest, if any, on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Notebelow, at the rate set forth below (subject to adjustment as provided below). Interest on the Notes shall accrue at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 17 5/8% per annum and be payable in excess cash. Interest, and Additional Interest, if any, shall be payable semi-annually (to the Holders of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of this Note Notes at the close of business on February 1 or August 1 immediately preceding the Interest Record Date immediately preceding Payment Date) on each Interest Payment Date, commencing August 15, 2011. The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated February 9, 2011, among the Company, the Subsidiary Guarantors and the Initial Purchasers named therein (the “Registration Rights Agreement”), including with respect to Additional Interest. Interest on this Note will shall accrue from the most recent date to which interest has been paid on this Note (or, if no interest has been paid, from February 9, 2011; provided that, if there is no existing Default in the payment of interest, interest and if this Note is authenticated between a regular Interest Regular Record Date referred to on the face hereof and the next following succeeding Interest Payment Date, interest shall accrue from such next succeeding Interest Payment Date) or, if no interest has been paid, from the Issue Date. Interest will shall be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of The Company shall pay interest and Additional Interest if any, on overdue principal ofand premium, premium on or if any, and interest on the Notes is not a Business Day in the relevant place overdue installments of payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusinterest, to the extent lawful, interest payable on the defaulted interest, at a rate per annum equal to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior applicable to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidNotes.

Principal and Interest. The Issuer promises to Winnebago Industries, Inc. (the “Company”) shall pay the principal of this Note on [●]July 15, 20222028. The Issuer Company promises to pay interest interest, if any, on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Notebelow, at the rate set forth below (subject to adjustment as provided below). Interest on the Notes shall accrue at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 16.250% per annum and be payable in excess cash. Interest, if any, shall be payable semi-annually (to the Holders of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of this Note Notes at the close of business on January 1 and July 1 (whether or not a Business Day) immediately preceding the Interest Record Date immediately preceding Payment Date) on each Interest Payment Date, commencing January 15, 2021. Interest on this Note will shall accrue from the most recent date to which interest has been paid on this Note or, if no interest has been paid, from July 8, 2020 (oralthough any Additional Notes may accrue interest starting at other dates, and the first Interest Payment Date may be a different date); provided that, if there is no existing Default in the payment of interest, interest and if this Note is authenticated between a regular Interest Regular Record Date referred to on the face hereof and the next following succeeding Interest Payment Date, interest shall accrue from such next succeeding Interest Payment Date) or, if no interest has been paid, from the Issue Date. Interest will shall be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of The Company shall pay interest, if any, on overdue principal ofand premium, premium on or if any, and interest on the Notes is not a Business Day in the relevant place overdue installments of payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusinterest, to the extent lawful, interest payable on the defaulted interest, at a rate per annum equal to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior applicable to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidNotes.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]May 15, 20222017. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 112.50% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date May 1st or November 1st immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing November 15, 2010. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note or the Note surrendered in exchange for this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Regular Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue Date. Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at the interest rate borne by the Notes. Interest not paid when due and any interest on principal, premium or interest not paid when due will be paid to the defaulted interest, Persons that are Holders in any lawful manner. The Company may elect to pay such interest to the Persons who are Holders of the Notes on which the interest is due on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will Company shall fix or caused to be fixed each any such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestpayment. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer promises to Co-Issuers will pay the principal of this Note on [●]November 1, 20222017. The Issuer promises Co-Issuers promise to pay interest interest, Additional Amounts, if any, and Special Interest, if any, on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Notebelow, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 112.5% per annum in excess of the above rate and (subject to pay adjustment as provided below) except that interest accrued on overdue installments of interest at such higher rate this Note pursuant to the extent lawfulfourth paragraph of this Section 1 for periods prior to the applicable dates on which the Exchange Offer Registration Statement or Shelf Registration Statement (as such terms are defined in the Registration Rights Agreement referred to below) will accrue at the rate or rates borne by the Notes from time to time during such periods. Interest (except defaulted interest) Interest, Additional Amounts, if any, and Special Interest, if any, will be payable semiannually and at the Final Maturity Date in arrears semi-annually (to the Holder Holders of record of this Note the Notes (or any Predecessor Notes) at the close of business on the Interest Regular Record Date immediately preceding the applicable Interest Payment Date) on each Interest Payment Date, commencing November 1, 2008. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default or the Note surrendered in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) exchange herefor or, if no interest has been paid, from the Issue Date. May [ ], 2008.* Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of The Issuer shall pay interest, Additional Amounts, if any, and Special Interest, if any, on overdue principal ofand premium, premium on or if any, and interest on the Notes is not a Business Day in the relevant place overdue installments of payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusinterest, to the extent lawful, at a rate of 2.0% per annum in excess of the rate of interest payable on the defaulted interest, applicable to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidNotes.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]November 15, 20222015. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 110.625% per annum in excess of the above rate and [(subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below)]. 1 Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date May 1 or November 1 immediately preceding the interest payment date) on each interest payment date, commencing May 15, 2011. [The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated November 15, 2010, between the Company and the Initial Purchasers named therein (the “Registration Rights Agreement”), including the right to receive Additional Interest Payment Date. (as defined in the Registration Rights Agreement).]2 Interest on this Note will accrue from the most recent date to which interest has been paid on this Note [or the Note surrendered in exchange for this Note]3 (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from [the Issue Date. Date].4 Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at a rate per annum that is 1.0% in excess of 10.625%. Interest not paid when due and any interest on the defaulted interestprincipal, premium or interest not paid when due will be paid to the Persons who that are Holders on a subsequent special 1 Include only for Initial Note or Initial Additional Note. 2 Include only for Initial Note or Initial Additional Note; conform to Registration Rights Agreement. 3 Include only for Exchange Note. 4 For Additional Notes, should be the date of their original issue. record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]March 1, 20222024. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 14.875% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears on each interest payment date, commencing September 1, 2017, to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date February 15 and August 15 immediately preceding each Interest Payment Datethe interest payment date. However, the Company will pay the interest payable on the Notes at their Stated Maturity to the Persons to whom the Company pays the principal amount of the Notes. [The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated February 3, 2017, between the Company, the Parent and the Initial Purchasers named therein relating to the Company’s 4.875% Senior Notes due 2024 (the “Registration Rights Agreement”), which provides in certain circumstances for the payment of additional interest to certain Holders of Notes, subject to the terms and conditions of such agreement.]2 Interest on this Note will accrue from the most recent date to which interest has been paid on this Note or its predecessor note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Issue Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on overdue principal, premium, if any, and interest at the Notes is rate applicable to this Note. Interest not a Business Day in the relevant place of payment or in the place of business of the Paying paid when due and Transfer Agent, then payment of such any interest on principal, premium or interest need not paid when due will be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of such interest, 2 Include for any Note to which the proposed paymentRegistration Rights Agreement is applicable. The Issuer will fix whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]June 1, 20222020. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 110.000% per annum in excess of the above rate and [(subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below)](1). Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder Holders of record of this Note the Notes at the close of business on the Interest Record Date May 15 or November 15 immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing December 1, 2012. [The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated May 25, 2012, between the Company, the Guarantors and the Initial Purchasers named therein (the “Registration Rights Agreement”). In the event of any Registration Default (as defined in the Registration Rights Agreement), the Company and the Guarantors shall pay to each Holder of Transfer Restricted Securities (as defined in the Registration Rights Agreement) affected thereby Additional Interest over and above the interest set forth in the title of this Note from and including the date on which any Registration Default shall occur to but excluding the date on which all such Registration Defaults have been cured, at a rate of 0.25% per annum for the first 90-day period. The amount of Additional Interest shall increase by an additional 0.25% per annum with respect to each subsequent 90 day period until all Registration Defaults have been cured, up to a maximum amount of Additional Interest of 1.0% per annum. The Company and the Guarantors shall not be required to pay Additional Interest for more than one Registration Default at any given time.](2) Interest on this Note will accrue from the most recent date to which interest has been paid on this Note [or the Note surrendered in exchange for this Note](3) (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from [the Issue Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.Issue

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]May 12, 20222030. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 14.875% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears on each May 12 and November 12 (to the Holder holders of record of this Note series of Notes at the close of business on the Interest Record Date April 27 or October 28 immediately preceding each Interest Payment Datethe interest payment date), commencing [●], 20[●]. The Company must also pay certain Additional Amounts as specified in the Indenture upon a “Change in Tax Law” as defined in the Indenture. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue Date. Interest will shall be computed on the basis of a 360-day year comprised of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at a rate per annum of 4.875%. Interest not paid when due and any interest on the defaulted interestprincipal, premium or interest not paid when due will be paid to the Persons who that are Holders of this series of Notes on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify 15th day preceding the date fixed by the Company or the Trustee in writing for the payment of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]July 15, 20222019; provided, however, that unless the Company shall have redeemed, repurchased, otherwise retired or converted into the Company’s common stock, all of the then outstanding Existing Preferred Stock on or prior to May 13, 2018 in accordance with the terms of the applicable Certificate of Designations of each series of the Existing Preferred Stock, then the Company promises to pay the principal of this Note on May 13, 2018. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 17.875% per annum in excess of the above rate and [(subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below)]. 1 Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date January 1 or July 1 immediately preceding the interest payment date) on each interest payment date, commencing July 15, 2013. [The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated December 24, 2012, between the Company and the Initial Purchasers named therein (the “Registration Rights Agreement”), including the right to receive Additional Interest Payment Date. (as defined in the Registration Rights Agreement).]2 Interest on this Note will accrue from the most recent date to which interest has been paid on this Note [or the Note surrendered in exchange for this Note]3 (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from [the Issue Date. Date].4 Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case in which ___________________________ 1Include only for Initial Note or Initial Additional Note. 2Include only for Initial Note or Initial Additional Note; conform to Registration Rights Agreement. 3Include only for Exchange Note. 4For Additional Notes, should be the date of the payment of principal of, premium on or their original issue. The Company will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at a rate per annum that is 1.0% in excess of 7.875%. Interest not paid when due and any interest on the defaulted interestprincipal, premium or interest not paid when due will be paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]July 1, 20222021. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 111.000% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date December 15 or June 15 immediately preceding the interest payment date) on each interest payment date, commencing January 1, 2014. The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated June 21, 2013, between the Company, the Subsidiary Guarantors and the Initial Purchasers named therein (the “Registration Rights Agreement”). [If a Registration Default (as defined in the Registration Rights Agreement) occurs with respect to the Notes, then Additional Interest Payment Dateshall accrue on the principal amount of the Notes at a rate of 0.25% per annum for the first 90-day period beginning on the day immediately following such Registration Default (which rate will be increased by an additional 0.25% per annum for each subsequent 90-day period that such Additional Interest continues to accrue, provided that the rate at which such Additional Interest accrues may in no event exceed 0.50% per annum). The Additional Interest will cease to accrue when the Registration Default is cured.] Interest on this Note will accrue from the most recent date to which interest has been paid or duly provided for on this Note [or the Note surrendered in exchange for this Note] (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from [the Issue Date]. Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at a rate per annum that is 1.0% in excess of 11.000%. Interest not paid when due and any interest on the defaulted interestprincipal, premium or interest not paid when due will be paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]November 15, 20222025. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Note, at the rate of 9.255.000% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder of record of this Note at the close of business on the Interest Record Date May 1 or November 1 (whether or not a Business Day) immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing May 15, 2016. Interest on this Note will accrue from the most recent date to which interest has been paid or duly provided for on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Regular Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from [the Issue Date. Date].2 Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on overdue principal, premium, if any, and interest at the Notes is rate per annum otherwise applicable to this Note. Interest not a Business Day in the relevant place of payment or in the place of business of the Paying paid when due and Transfer Agent, then payment of such any interest on principal, premium or interest need not paid when due will be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer promises to Issuers will pay the principal of this Senior Note on [●September 30, 2006], 2022. The Issuer promises Issuers promise to pay cash interest on the principal amount of this Senior Note on each Interest Payment Date, as set forth on the face of this Notebelow, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 19% per annum on the principal amount at maturity of $[ ] commencing on [ ], 2003, or from the most recent Interest Payment Date to which interest has been paid or duly provided for, payable on [ , 2003] and semi-annually thereafter on [ ] and [ ] in excess each year and at said Stated Maturity, until the principal thereof is paid or duly provided for. In the case of a default in payment of the above rate and to pay interest amount due at Maturity, the amount due on overdue installments of the Securities shall bear interest at such higher a rate of 11% per annum (to the extent lawful. Interest (except defaulted interest) will that the payment of such interest shall be payable semiannually and at legally enforceable), which shall accrue from the Final Maturity Date in arrears date of such default to the Holder date the payment of record of this Note at the close of business on the Interest Record Date immediately preceding each Interest Payment Datesuch amount has been made or duly provided for. Interest on any overdue principal amount shall be payable on demand. Cash Interest on this Senior Note will accrue from the most recent date to which interest has been paid on this Senior Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from [ ], 2003; provided, that if there is no existing default in the Issue payment of interest and if this Senior Note is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months. In any case in which Interest of 9% will be calculated on the date principal amount at maturity of the payment of principal of, premium on or $[ ]. The Issuers shall pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying overdue principal and Transfer Agent, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment overdue installments of interest on the Notes, it will pay the defaulted interest in any lawful manner plusinterest, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on at a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing per annum of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid[11%].

Principal and Interest. The Issuer promises to will pay the principal of this Note on [●]September 1, 20222024. The Issuer promises to pay interest [and Additional Interest, if any] on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Notebelow, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 18.875% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) [and Additional Interest, if any] will be payable semiannually and at the Final Maturity Date in arrears semi-annually (to the Holder Holders of record of this Note the Notes (or any Predecessor Notes) at the close of business on February 15 or August 15 immediately preceding the Interest Record Date immediately preceding Payment Date) on each Interest Payment Date, commencing March 1, 2017. Interest [and Additional Interest, if any] on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from August 12, 2016; provided that, if there is no existing default in the Issue payment of interest and if this Note is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest [and Additional Interest, if any] will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Issuer shall pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying overdue principal and Transfer Agentpremium, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment overdue installments of interest on the Notes, it will pay the defaulted interest in any lawful manner plusinterest, to the extent lawful, interest payable on the defaulted interest, at a rate per annum equal to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior applicable to the related payment date for such defaulted interestNotes. At least 15 days before In addition to the special record daterights provided to Holders under the Indenture, Holders of Registrable Notes (as defined in the Issuer (orRegistration Rights Agreement) shall have all rights set forth in the Registration Rights Agreement, upon written request dated as of August 12, 2016, among the Issuer, the Trustee Guarantors and the other parties named on the signature pages thereto (the “Registration Rights Agreement”), including the right to receive Additional Interest in certain circumstances. If applicable, Additional Interest shall be paid to the same Persons, in the name same manner and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidsame times as regular interest.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]January 1, 20222017. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 19 ½ % per annum in excess of the above rate and [(subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below)]1. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date June 15 or December 15 immediately preceding the interest payment date) on each interest payment date, commencing July 1, 2007. The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated December 29, 2006, between the Company and the Initial Purchaser named therein (the “Registration Rights Agreement”), including the right to receive Additional Interest Payment Date. (as defined in the Registration Rights Agreement).2 Interest on this Note will accrue from the most recent date to which interest has been paid on this Note [or the Note surrendered in exchange for this Note]3 (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from [the Issue Date. Date].4 Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at a rate per annum that is 1% in excess of 9½%. Interest not paid when due and any interest on principal, premium or interest not 1 Include only for Initial Note or Initial Additional Note. 2 Include only for Initial Note or Initial Additional Note. 3 Include only for Exchange Note. 4 For Additional Notes, should be the defaulted interest, date of their original issue. paid when due will be paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer promises to pay Grupo Iusacell Celular, S.A. de C.V., a Mexican sociedad anónima de capital variable (together with its successors and assigns under the principal of this Note on [●]Indenture, 2022. The Issuer the “Company”), promises to pay interest on the principal amount of this Note at the rate per annum described below. The Company will pay interest quarterly in arrears on each Interest Payment DateDate of each year commencing December 31, as set forth on 2007. Payments will be made to the face of this Note, persons who are Holders at the rate close of 9.25% per annum. The Issuer promises to pay interest business on overdue principal at 1% per annum March 15, June 15, September 15 and December 15, respectively, immediately preceding the applicable Interest Payment Date (the “Record Date”), except that, in excess the case of the above rate first such payment, if the Issue Date occurs between March 15 and to pay interest on overdue installments of interest at March 31, June 15 and June 30, September 15 and September 30 or between December 15 and December 31, then the Record Date for such higher rate first payment will be the Issue Date and such first payment will be made to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of this Note persons who are Holders at the close of business on the Interest Record Date immediately preceding each Interest Payment Issue Date. Interest on this Note the Notes will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) Notes or, if no interest has been paid, from and including the Issue Date. Interest will be computed As long as any Notes are outstanding, the Company shall maintain a calculation agent for calculating the interest rates on the basis Notes. The Company has initially appointed the Trustee to serve as the calculation agent (the “Calculation Agent”). The Calculation Agent shall reset the rate of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or interest on the Notes is not on each interest payment date. The interest rate set for the Notes on a Business Day particular interest payment date shall remain in effect during the relevant place of interest period commencing on the interest payment date. Each interest period shall be the period from and including an interest payment date to but excluding the next interest payment date or in until the place of business maturity date of the Paying Notes, as the case may be, with the exception that the first interest period shall be the period from and Transfer Agent, then including the Issue Date to but excluding the first interest payment of such principal, premium or date. The Calculation Agent shall determine the interest need not be made on such date but may be made rate applicable to the Notes in any interest period on the interest determination date for that period, which shall be the second London Banking Day immediately preceding the interest payment date for that period. The interest rate determination on an interest determination date shall become effective on and as of the next succeeding Business Dayinterest payment date. Any payment made on such Business Day The Calculation Agent shall have determine the same force and effect as if made on applicable LIBOR Rate for any interest period according to the date on which such payment is due, and no definition thereof. The interest rate payable on the Notes shall accrue not be higher than the maximum rate permitted by New York state law as modified by U.S. law of general application. The Calculation Agent shall, upon the request of any Holder, provide the interest rate for the current interest period after such date. If and the Issuer defaults in a payment amount of interest to be paid on such Note for such interest period. The calculations of the Calculation Agent shall, in the absence of manifest error, be conclusive for all purposes and binding on the Holders. The amount of interest for each day that the Notes are outstanding (the “daily interest amount”) shall be calculated by dividing the interest rate in effect for such day by 360 and multiplying the result by the principal amount of the Notes. The amount of interest to be paid on the Notes for each interest period shall be calculated by adding the daily interest amounts for each day in the relevant interest period. All percentages resulting from any of the above calculations shall be rounded, it will if necessary, to the nearest one hundred-thousandth of a percentage point, with five one-millionths of a percentage point being rounded upwards (e.g., 9.876545% (or 0.09876545) being rounded to 9.87655% (or .0987655)) and all dollar amounts used in or resulting from such calculations shall be rounded to the nearest cent (with one-half cent being rounded upwards). Payments of principal shall be due and payable in quarterly installments on each Interest Payment Date in accordance with the amortization schedule set forth in the face of this Note. Quarterly installments otherwise due may be reduced as a result of an optional redemption as specified in Section 5.1 of the Indenture, mandatory redemption as specified in Section 5.9 of the Indenture, Change of Control Offer as specified in Section 3.22 of the Indenture or Asset Sale Offer as specified in Section 3.7 of the Indenture. The Company shall pay the defaulted interest (including post-petition interest in any lawful manner plusproceeding under any Insolvency Law) on overdue principal and, to the extent such payments are lawful, interest payable on the defaulted interest, overdue installments of interest (“Defaulted Interest”) without regard to the Persons who are Holders on a subsequent special record date, in each case any applicable grace periods at the rate stated herein. The Issuer will notify the Trustee of 2.0% per annum in writing excess of the amount of defaulted interest proposed rate shown on this Note, as provided in the Indenture. To the extent Mexican Taxes are required to be paid on each Note withheld or deducted from any such payment, the Company shall pay, as provided for in and subject to the date of exceptions set forth in the proposed payment. The Issuer will fix Indenture, such Additional Amounts as may be necessary to ensure that the net amount actually received by the Holder after such withholding or caused deduction is equal to be fixed each such special record date and payment date; provided, however, the amount that the Holder would have received had no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail withholding or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paiddeduction been required.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]August 1, 20222020. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 18.000% per annum in excess of the above rate and [(subject to pay interest on overdue installments of interest at such higher rate to the extent lawful. adjustment as provided below)].1 Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date January 15 or July 15 immediately preceding the interest payment date) on each interest payment date, commencing [·]. [The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated July 26, 2012, between the Company and the Initial Purchaser named therein (the “Registration Rights Agreement”). The Company will pay additional cash interest to the Holder of this Note in the event of a Registration Default (as defined in the Registration Rights Agreement). The rate of such additional interest will be 0.25% per annum for the first 90-day period immediately following the occurrence of a Registration Default, and such rate will increase by an additional 0.25% per annum with respect to each subsequent 90-day period until all Registration Defaults have been cured, up to a maximum additional interest rate of 1.0% per annum (in any such case, “Additional Interest”). The Company will pay such Additional Interest Payment Dateto the Holder of this Note on regular interest payment dates. Such Additional Interest will be in addition to any other interest payable from time to time with respect to this Note.]2 Interest on this Note will accrue from the most recent date to which interest has been paid on this Note [or the Note surrendered in exchange for this Note]3 (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date _________________________ 1Include only for Initial Note or Initial Additional Note. 2Include only for Initial Note or Initial Additional Note. 3Include only for Exchange Note. record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from [the Issue Date. Date].4 Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at a rate per annum that is 1% in excess of 8%. Interest not paid when due and any interest on the defaulted interestprincipal, premium or interest not paid when due will be paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Phoenix Color Corp., a Delaware corporation (such corporation, and its successors and assigns under the Indenture hereinafter referred to, being herein called the "Issuer"), promises to pay the principal of this Note on [●], 2022. The Issuer promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this NoteNote to the Holder hereof on February 1, 2009. The Issuer shall pay interest at the a rate of 9.2510-3/8% per annum. The Issuer promises , from the Issue Date or from the most recent Interest Payment Date thereafter to pay which interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable has been paid or duly provided for, semiannually and at the Final Maturity Date in arrears on February 1 and August 1 of each year, commencing on August 1, 1999, in cash, to the Holder of record of hereof until the principal amount hereof is paid or made available for payment. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, subject to certain exceptions provided in the Indenture, be paid to the Person in whose name this Note (or the Note in exchange or substitution for which this Note was issued) is registered at the close of business on the Interest Record Date immediately preceding each for interest payable on such Interest Payment Date. The Record Date for any interest payment is the close of business on January 15 or July 15 as the case may be, whether or not a Business Day, immediately preceding the Interest Payment Date on this Note will accrue from which such interest is payable. Any such interest not so punctually paid or duly provided for ("Defaulted Interest") shall forthwith cease to be payable to the most recent date to which interest has been paid Holder on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest such Record Date and shall be paid as provided in Section 2.12 of the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue DateIndenture. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the Each payment of principal of, premium interest in respect of an Interest Payment Date will include interest accrued through the day before such Interest Payment Date. If an Interest Payment Date falls on or interest on the Notes a day that is not a Business Day in Day, the relevant place of interest payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not to be made on such date but may Interest Payment Date will be made on the next succeeding Business Day. Any payment made on such Business Day shall have with the same force and effect as if made on the date on which such payment is dueInterest Payment Date, and no additional interest will accrue as a result of such delayed payment. If this Note is exchanged in a Registered Exchange Offer prior to the Record Date for the first Interest Payment Date following such exchange, accrued and unpaid interest, if any, on this Note, up to but not including the date of issuance of the Exchange Note or Exchange Notes issued in exchange for this Note, shall be paid on the first Interest Payment Date for such Exchange Note or Exchange Notes to the Holder or Holders of such Exchange Note or Exchange Notes on the first Record Date with respect to such Exchange Note or Exchange Notes. If this Note is exchanged in a Registered Exchange Offer subsequent to the Record Date for the first Interest Payment Date following such exchange but on or prior to such Interest Payment Date, then any such accrued and unpaid interest with respect to this Note and any accrued and unpaid interest on the Exchange Note or Exchange Notes issued in exchange for this Note, through the day before such Interest Payment Date, shall accrue for be paid on such Interest Payment Date to the period after Holder of this Note on such dateRecord Date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to To the extent lawful, the Issuer shall pay interest payable on overdue principal, overdue premium, Defaulted Interest and overdue Liquidated Damages (without regard to any applicable grace period) at the defaulted interest, interest rate borne on this Note. The Issuer's obligation pursuant to the Persons who are Holders on previous sentence shall apply whether such overdue amount is due at its maturity, as a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request result of the Issuer's obligations pursuant to Section 3.05, the Trustee in the name and at the expense Section 4. 11 or Section 4.14 of the Issuer) will mail Indenture, or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidotherwise.

Principal and Interest. The Issuer promises to Company will pay the principal of this Note on [●]June 30, 20222017. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Notebelow, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawfulshown above. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears semi-annually (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date June 15 or December 15 immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing on December 31, 2009. [Pursuant to the Registration Rights Agreement among the Company, the Subsidiary Guarantors party thereto, Banc of America Securities LLC and Deutsche Bank Securities Inc., the Company and the Subsidiary Guarantors will be obligated to consummate an exchange offer registered under the Securities Act (the “Exchange Offer”). Upon such Exchange Offer, the Holders of Notes shall have the right, subject to compliance with securities laws, to exchange such Notes for Exchange Notes, which have been registered under the Securities Act, in like principal amount and having terms identical in all material respects to the Notes. The Holders of the Notes shall be entitled to receive certain Additional Interest payments in the event such Exchange Offer is not consummated and upon certain other conditions, all pursuant to and in accordance with the terms of the Registration Rights Agreement. The Holder of this Note is entitled to the benefits of such Registration Rights Agreement.]1 Holders may be entitled to receive Additional Interest payments in the event the Company fails to file specified reports and other information with the SEC or to provide such reports and other information to the Trustee. Interest on this Note the Notes will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from June 29, 2009; provided that, if there is no existing default in the Issue payment of interest and this Note is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company shall pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying overdue principal and Transfer Agentpremium, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment overdue installments of interest on the Notes, it will pay the defaulted interest in any lawful manner plusinterest, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on at a subsequent special record date, rate per annum that is 1% in each case at excess of the rate stated hereinotherwise payable. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date 1 Remove bracketed language for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.Exchange Notes

Principal and Interest. The Issuer Phoenix Color Corp., a Delaware corporation (such corporation, and its successors and assigns under the Indenture hereinafter referred to, being herein called the "Issuer"), promises to pay the principal of this Note on [●], 2022. The Issuer promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this NoteNote to the Holder hereof on February 1, 2009. The Issuer shall pay interest at the a rate of 9.2510-3/8% per annum. The Issuer promises , from the Issue Date or from the most recent Interest Payment Date thereafter to pay which interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable has been paid or duly provided for, semiannually and at the Final Maturity Date in arrears on February 1 and August 1 of each year, commencing on August 1, 1999, in cash, to the Holder of record of hereof until the principal amount hereof is paid or made available for payment. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, subject to certain exceptions provided in the Indenture, be paid to the Person in whose name this Note (or the Note in exchange or substitution for which this Note was issued) is registered at the close of business on the Interest Record Date immediately preceding each for interest payable on such Interest Payment Date. The Record Date for any interest payment is the close of business on January 15 or July 15, as the case may be, whether or not a Business Day, immediately preceding the Interest Payment Date on this Note will accrue from which such interest is payable. Any such interest not so punctually paid or duly provided for ("Defaulted Interest") shall forthwith cease to be payable to the most recent date to which interest has been paid Holder on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest such Record Date and shall be paid as provided in Section 2.12 of the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue DateIndenture. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the Each payment of principal of, premium interest in respect of an Interest Payment Date will include interest accrued through the day before such Interest Payment Date. If an Interest Payment Date falls on or interest on the Notes a day that is not a Business Day in Day, the relevant place of interest payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not to be made on such date but may Interest Payment Date will be made on the next succeeding Business Day. Any payment made on such Business Day shall have with the same force and effect as if made on the date on which such payment is dueInterest Payment Date, and no additional interest will accrue as a result of such delayed payment. If this Note is issued pursuant to a Registered Exchange Offer on or prior to the Record Date for the first Interest Payment Date following such exchange, accrued and unpaid interest on the Notes equivalent principal amount of the Initial Note in exchange for which this Note was issued, up to but not including the date of issuance of this Note, shall accrue be paid on the first Interest Payment Date for this Note to the Holder of this Note on the first Record Date with respect to this Note. If this Note is issued pursuant to a Registered Exchange Offer subsequent to the Record Date for the period after first Interest Payment Date following such date. If exchange but on or prior to such Interest Payment Date, then any such accrued and unpaid interest with respect to the Issuer defaults equivalent principal amount of the Initial Note in a payment of exchange for which this Note was issued and any accrued and unpaid interest on this Note through the Notes, it will pay day before such Interest Payment Date shall be paid on such Interest Payment Date to the defaulted interest in any lawful manner plus, to Holder of such Initial Note on such Record Date. To the extent lawful, the Issuer shall pay interest payable on overdue principal, overdue premium, Defaulted Interest and overdue Liquidated Damages (without regard to any applicable grace period) at the defaulted interest, interest rate borne on this Note. The Issuer's obligation pursuant to the Persons who are Holders on previous sentence shall apply whether such overdue amount is due at its maturity, as a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request result of the Issuer's obligations pursuant to Section 3.05, the Trustee in the name and at the expense Section 4.11 or Section 4.14 of the Issuer) will mail Indenture, or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidotherwise.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]August 15, 20222020. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25[ ]% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date February 1 or August 1 immediately preceding the interest payment date) on each Interest Payment Dateinterest payment date, commencing February 15, 2011. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from [the Issue Date. Date].1 Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at the rate per annum applicable to this Note. Interest not paid when due and any interest on the defaulted interestprincipal, premium or interest not paid when due will be paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer TKC Acquisition Corp., a Tennessee corporation (such corporation, and its successors and assigns under the Indenture hereinafter referred to, being herein called the "Company"), promises to pay the principal amount of this Note ______ to the Holder hereof on [●]October 1, 20222007. The Issuer promises to Company shall pay interest at a rate of 10 1/4% per annum, from September 26, 1997 or from the most recent Interest Payment Date thereafter to which interest has been paid or duly provided for, semiannually in arrears on April 1 and October 1 of each year, commencing on April 1, 1998, in cash, to the Holder hereof until the principal amount of hereof is paid or made available for payment. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, subject to certain exceptions provided in the Indenture, be paid to the Person in whose name this Note on each Interest Payment Date, as set forth on (or the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum Note in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of exchange or substitution for which this Note was issued) is registered at the close of business on the Interest Record Date immediately preceding each for interest payable on such Interest Payment Date. The Record Date for any interest payment is the close of business on March 15 or September 15, as the case may be, whether or not a Business Day, immediately preceding the Interest Payment Date on this Note will accrue from which such interest is payable. Any such interest not so punctually paid or duly provided for ("Defaulted Interest") shall forthwith cease to be payable to the most recent date to which interest has been paid Holder on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest such Record Date and shall be paid as provided in Section 2.11 of the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue DateIndenture. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the Each payment of principal of, premium interest in respect of an Interest Payment Date will include interest accrued through the day before such Interest Payment Date. If an Interest Payment Date falls on or interest on the Notes a day that is not a Business Day in Day, the relevant place of interest payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not to be made on such date but may Interest Payment Date will be made on the next succeeding Business Day. Any payment made on such Business Day shall have with the same force and effect as if made on the date on which such payment is dueInterest Payment Date, and no additional interest will accrue as a result of such delayed payment. If this Note is exchanged in a Registered Exchange Offer, prior to the Record Date for the first Interest Payment Date following such exchange, accrued and unpaid interest, if any, on this Note, up to but not including the date of issuance of the Exchange Note or Exchange Notes issued in exchange for this Note, shall be paid on the first Interest Payment Date for such Exchange Note or Exchange Notes to the Holder or Holders of such Exchange Note or Exchange Notes on the first Record Date with respect to such Exchange Note or Exchange Notes. If this Note is exchanged in a Registered Exchange Offer subsequent to the Record Date for the first Interest Payment Date following such exchange but on or prior to such Interest Payment Date, then any such accrued and unpaid interest with respect to this Note and any accrued and unpaid interest on the Exchange Note or Exchange Notes issued in exchange for this Note, through the day before such Interest Payment Date, shall accrue for be paid on such Interest Payment Date to the period after Holder of this Note on such dateRecord Date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to To the extent lawful, the Company shall pay interest payable on overdue principal, overdue premium, Defaulted Interest and overdue Additional Interest (without regard to any applicable grace period) at the defaulted interest, interest rate borne on this Note. The Company's obligation pursuant to the Persons who are Holders on previous sentence shall apply whether such overdue amount is due at its Stated Maturity, as a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing result of the amount of defaulted interest proposed Company's obligations pursuant to be paid on each Note and the date Section 3.05, Section 4.07 or Section 4.08 of the proposed payment. The Issuer will fix Indenture, or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidotherwise.

Principal and Interest. The Issuer promises to Aleris International, Inc. (the “Company”) shall pay the principal of this Note on [●]November 1, 20222020. The Issuer Company promises to pay interest and Additional Interest, if any, on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Notebelow, at the rate set forth below (subject to adjustment as provided below). Interest on the Notes shall accrue at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 17 7/8% per annum and be payable in excess cash. Interest, and Additional Interest, if any, shall be payable semi-annually (to the Holders of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of this Note Notes at the close of business on April 15 or October 15 immediately preceding the Interest Record Date immediately preceding Payment Date) on each Interest Payment Date, commencing May 1, 2013. The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated as of October 23, 2012, among the Company, the Subsidiary Guarantors and the Initial Purchasers named therein (the “Registration Rights Agreement”), including with respect to Additional Interest. Interest on this Note will shall accrue from the most recent date to which interest has been paid on this Note (or, if no interest has been paid, from October 23, 2012; provided that, if there is no existing Default in the payment of interest, interest and if this Note is authenticated between a regular Interest Regular Record Date referred to on the face hereof and the next following succeeding Interest Payment Date, interest shall accrue from such next succeeding Interest Payment Date) or, if no interest has been paid, from the Issue Date. Interest will shall be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of The Company shall pay interest and Additional Interest if any, on overdue principal ofand premium, premium on or if any, and interest on the Notes is not a Business Day in the relevant place overdue installments of payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusinterest, to the extent lawful, interest payable on the defaulted interest, at a rate per annum equal to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior applicable to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidNotes.

Principal and Interest. The Issuer promises to pay the principal of this Note on [●]October 30, 20222018. The Issuer promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 19.5% per annum in excess of the above rate and [(subject to pay interest on overdue installments of interest at such higher rate to the extent lawful. adjustment as provided below)].2 Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date April 15 or October 15 immediately preceding the interest payment date) on each interest payment date, commencing April 30, 2011. [The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated October 19, 2010, between the Issuer, the Guarantors and the Initial Purchasers named therein (the “Registration Rights Agreement”) including the right to receive Additional Interest Payment Date. (as defined in the Registration Rights Agreement), if any.]3 Interest on this Note will accrue from the most recent date to which interest has been paid on this Note [or the Note surrendered in exchange for this Note]4 (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from [the Issue Date. Date].5 Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In The Issuer will pay interest on overdue principal, premium, if any, and overdue interest, at the rate otherwise applicable to the Notes. Interest not paid when due and any case in which the date of the payment of principal ofinterest on principal, premium on premium, if any, or interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not paid when due will be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Issuer for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Issuer will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]December 8, 20222018. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Note, at the rate of 9.257.50% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder Holders of record of this Note the Notes at the close of business on May 24 or November 24 immediately preceding the Interest Record Date immediately preceding Payment Date) on each Interest Payment Date, commencing June 8, 2016. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Original Issue Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. Interest not paid when due and any interest on principal, premium or interest not paid when due will be paid to the Persons that are Holders on a special record date, which will be the 15th day preceding the date fixed by the Company for the payment of such interest, whether or not such day is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the payment date and the amount of interest to be paid. Except as described under Sections 3.01 and 3.02 of the Indenture and as otherwise provided in the Indenture, the Notes may not be redeemed prior to maturity (unless they have been repurchased by the Company). In any case in which the date of the payment of principal of, premium on or interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer AgentDay, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Raytheon Company, a corporation duly organized and existing under the laws of the State of Delaware (herein called the "Company", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to Cede & Co., or registered assigns, the principal sum of this Note [ ] Million Dollars [($ )] on [●December 15, [ ], 2022. The Issuer promises and to pay interest on thereon from December 14, 1998, or from the principal amount of this Note on each most recent Interest Payment DateDate to which interest has been paid or duly provided for, as set forth semiannually on the face of this NoteJune 15 and December 15 in each year, commencing June 15, 1999, at the rate of 9.25[ ]% per annum. The Issuer promises , until the principal hereof is paid or made available for payment, and (to pay the extent that the payment of such interest on overdue principal shall be legally enforceable) at 1the rate of [ ]% per annum on any overdue principal and premium and on any overdue installment of interest. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in excess of the above rate and to pay interest on overdue installments of interest at such higher rate Indenture, be paid to the extent lawful. Interest Person in whose name this Exchange Debenture (except defaulted interestor one or more Predecessor Securities) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of this Note is registered at the close of business on the Interest Regular Record Date immediately for such interest, which shall be the June 1 or December 1 (whether or not a Business Day), as the case may be, next preceding each such Interest Payment Date. Interest Any such interest not so punctually paid or duly provided for will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Note will accrue from Exchange Debenture (or one or more Predecessor Securities) is registered at the most recent date to which interest has been paid close of business on this Note (or, if there is no existing Default in a Special Record Date for the payment of interest, and if this Note is authenticated between a regular such Defaulted Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each by the Trustee, notice whereof shall be given to Holders of Exchange Debentures not less than 10 days prior to such special record date Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Exchange Debentures may be listed, and upon such notice as may be required by such exchange, all as more fully provided in said Indenture. Payment of the principal of and interest on this Exchange Debenture will be made at the office or agency of the Company maintained for that purpose in New York, New York, in such coin or currency of the United States of America as at the time of payment dateis legal tender for payment of public and private debts; provided, however, that no such special record date at the option of the Company payment of -------- ------- interest may be less than 10 days prior made by check mailed to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request address of the Issuer, the Trustee Person entitled thereto as such address shall appear in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidSecurity Register.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]August 1, 20222031. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Note, at the rate of 9.251.875% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close Close of business Business on the Interest Record Date Business Day immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing February 1, 2012. Interest on this Note will accrue from the most recent date to which interest has been paid or provided for on this Note (or, if there is no existing Default or the Note surrendered in the payment of interest, and if exchange for this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from July 26, 2011, through the Issue day before each Interest Payment Date. Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case Interest will cease to accrue on this Note upon its maturity, conversion, redemption or repurchase by the Company, including repurchase by the Company at the option of a holder upon a Change in which Control or Termination of Trading. If the date Company elects to pay Additional Interest pursuant to Section 6.15 of the payment of principal ofIndenture referred to below, premium on or interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of Company will pay any such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made Additional Interest on the date on which or dates described in such payment is due, and no Indenture. The Company will pay interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notesoverdue principal, it will pay the defaulted interest in any lawful manner pluspremium, if any, and, to the extent lawful, interest payable on the defaulted interest, at a rate per annum that is 1% in excess of 1.875%. Defaulted Interest shall be paid to the Persons who that are Holders on a subsequent special record dateSpecial Record Date, in each case at the rate stated herein. The Issuer which will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee established as set forth in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidIndenture.

Principal and Interest. The Issuer promises to pay Nektar Therapeutics, a Delaware corporation (the principal of this Note on [●], 2022. The Issuer “Company”) promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Note, Security at the rate of 9.25% 3 percent per annumannum from the date of issuance until repayment at Maturity, redemption or repurchase. The Issuer promises to Company will pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable this Security semiannually and at the Final Maturity Date in arrears to the Holder on June 30 and December 30 of record of this Note at the close of business on the Interest Record Date immediately preceding each year (each an “Interest Payment Date”), commencing December 30, 2003. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue Date. Interest will Securities shall be computed on the basis of a 360-day year of twelve 30-day months. In A Holder of any case Security at the close of business on a Regular Record Date shall be entitled to receive interest on such Security on the corresponding Interest Payment Date. A Holder of any Security which is converted after the close of business on a Regular Record Date and prior to the corresponding Interest Payment Date (other than any Security whose Maturity is prior to such Interest Payment Date) shall be entitled to receive interest on the principal amount of such Security, notwithstanding the conversion of such Security prior to such Interest Payment Date. However, any such Holder which surrenders any such Security for conversion during the period between the close of business on such Regular Record Date and ending with the opening of business on the corresponding Interest Payment Date shall be required to pay the Company an amount equal to the interest on the principal amount of such Security so converted, which is payable by the Company to such Holder on such Interest Payment Date, at the time such Holder surrenders such Security for conversion. Notwithstanding the foregoing, any such Holder which surrenders for conversion any Security which has been called for redemption by the Company in which a notice of redemption given by the date Company pursuant to Section 10.5 of the payment Indenture shall be entitled to receive (and retain) such interest and need not pay the Company an amount equal to the interest on the principal amount of such Security so converted at the time such Holder surrenders such Security for conversion. To the maximum extent permitted by applicable law, in the event that any amounts owing in respect of the principal of, the premium on (if any) or interest on the Notes Securities is not a Business Day paid in full on the relevant place of payment or in the place of business of the Paying and Transfer Agentdue date therefor, then payment of such principal, premium or interest need not be made shall accrue on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, in each case unpaid amounts at the rate stated hereinof 3% per annum until such amounts are paid in full. The Issuer will notify In accordance with the Trustee in writing terms of the amount of defaulted interest proposed to be paid on each Note Resale Registration Rights Agreement, dated June 30, 2003, between the Company and Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, Deutsche Bank Securities Inc., Xxxxxx Brothers Inc., Friedman, Billings, Xxxxxx & Co., Inc. and XX Xxxxx Securities Corporation (the date of “Registration Rights Agreement”), during the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 first 90 days prior to following a Registration Default (as defined in the related payment date for such defaulted interest. At least 15 days before the special record dateRegistration Rights Agreement), the Issuer (or, upon written request of interest rate borne by the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to Securities shall be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.increased by 0.25% on:

Principal and Interest. The Issuer promises to pay the principal of this Note on [●]May 15, 20222013. The Issuer promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% 7¾% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date May 1 or November 1 immediately preceding the interest payment date) on each interest payment date, commencing November 15, 2003. The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated May 9, 2003, between the Issuer, the Guarantors party thereto and the Initial Purchasers named therein (the “Registration Rights Agreement”). In the event that a Registration Default (as defined in the Registration Rights Agreement), the Holder shall be entitled to Additional Interest Payment Dateas specified in the Registration Rights Agreement until the Registration Default is cured. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note or the Note surrendered in exchange for this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Issue DateMay 9, 2003. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Issuer will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable and Additional Interest, if any, at a rate per annum that is 1% in excess of 7¾%. Interest and Additional Interest not paid when due and any interest on the defaulted interestprincipal, premium or interest not paid when due will be paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Issuer for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Issuer will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]June 15, 20222029. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 14.875% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears on each June 15 and December 15 (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date June 1 or December 1 immediately preceding each Interest Payment Datethe interest payment date), commencing December 15, 2019. The Company must also pay certain Additional Amounts as specified in the Indenture upon a “Change in Tax Law” as defined in the Indenture. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue Date. Interest will shall be computed on the basis of a 360-day year comprised of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at a rate per annum of 4.875%. Interest not paid when due and any interest on the defaulted interestprincipal, premium or interest not paid when due will be paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify 15th day preceding the date fixed by the Company or the Trustee in writing for the payment of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]July 1, 20222021. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 111.000% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawful. adjustment as provided below).1 Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date December 15 or June 15 immediately preceding the interest payment date) on each interest payment date, commencing January 1, 2014. The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated June 21, 2013, between the Company, the Subsidiary Guarantors and the Initial Purchasers named therein (the “Registration Rights Agreement”). [If a Registration Default (as defined in the Registration Rights Agreement) occurs with respect to the Notes, then Additional Interest Payment Dateshall accrue on the principal amount of the Notes at a rate of 0.25% per annum for the first 90-day period beginning on the day immediately following such Registration Default (which rate will be increased by an additional 0.25% per annum for each subsequent 90-day period that such Additional Interest continues to accrue, provided that the rate at which such Additional Interest accrues may in no event exceed 0.50% per annum). The Additional Interest will cease to accrue when the Registration Default is cured.] Interest on this Note will accrue from the most recent date to which interest has been paid or duly provided for on this Note [or the Note surrendered in exchange for this Note]2 (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from [the Issue DateDate]3. Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at a rate per annum that is 1.0% in excess of 11.000%. Interest not paid when due and any interest on the defaulted interestprincipal, premium or interest not paid when due will be paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein15th 1 Include only for Initial Note or Initial Additional Note. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to 2 Include only for Exchange Note. 3 For Additional Notes, should be paid on each Note and the date of their original issue. day preceding the proposed payment. The Issuer will fix date fixed by the Company for the payment of such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer promises to EarthWatch incorporated (the "Company") will pay the principal of this Note on [●]March 1, 20222005. The Issuer aggregate original principal amount of all Notes on the Issue Date is $50,044,789. The principal amount of all the Notes on the Maturity Date is $72,000,000. Until the principal amount hereof (including any Accreted Interest) is fully paid, the Company promises to pay or provide for interest on the principal amount of this Note (including any Accreted Interest) on each Interest Payment Date, as Date in the manner set forth in this paragraph 1. Interest on the face principal amount of this Note, the Notes (including any Accreted Interest) shall accrue at the rate of 9.25% twelve and one half percent (12.5%) per annumannum (the "Interest Rate") and shall be payable in U.S. dollars in cash, or duly provided for in the form of Accreted Interest as set forth below in this paragraph 1, in arrears on March 1 and September 1 of each year (each an "Interest Payment Date"); provided that the first Interest Payment Date shall be September 1, 1999. For each Interest Payment Date occurring prior to September 1, 2002 (an "Accretion Interest Payment Date"), an amount (all such amounts being referred to herein as "Accreted Interest") equal to the accrued and unpaid interest for the period from and including the immediately prior Accretion Interest Payment Date (or in the case of the Accretion Interest Payment Date of September 1, 1999, from the date of issuance of this Note) to such Accretion Interest Payment Date shall be added to the principal amount of the Note. Such Accreted Interest shall constitute principal for all purposes of this Note and the Indenture. For the Interest Payment Date occurring on September 1, 2002 and on each subsequent Interest Payment Date, interest shall be payable in U.S. Dollars in cash. Interest shall be computed on the basis of a 360 day year comprised of twelve 30 day months. For the avoidance of doubt, assuming that there occurs no event causing the incurrence of interest at the Default Rate (as defined below), on the Issue Date and on each Accretion Interest Payment Date, the accreted principal amount of each Note in respect of each $1,000 in principal amount of such Note at the Maturity Date shall be the amount set forth opposite such date below: Accretion Interest Payment Date Accreted Value ------------------------------- -------------- Issue Date $ 695.067 September 1, 1999 $ 738.508 March 1, 2000 $ 784.665 September 1, 2000 $ 833.706 March 1, 2001 $ 885.813 September 1, 2001 $ 941.176 March 1, 2002 $1,000.000 The Issuer promises to Company shall pay interest on overdue principal at 1% per annum in excess of and premium, if any, and (to the above rate and to pay extent lawful) interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of this Note at the close of business on the Interest Record Date immediately preceding each Interest Payment Date. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify per annum of 13.5% (the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid"Default Rate").

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]January 15, 2022. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 17.750% per annum in excess of the above rate and [(subject to pay interest on overdue installments of interest at such higher rate to the extent lawful. adjustment as provided below)].1 Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date January 1 or July 1 immediately preceding the interest payment date) on each interest payment date, commencing July 15, 2014. [The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated January 21, 2014, between the Company and the Initial Purchasers named therein (the “Registration Rights Agreement”), including the right to receive Additional Interest Payment Date. (as defined in the Registration Rights Agreement).]2 Interest on this Note will accrue from the most recent date to which interest has been paid on this Note [or the Note surrendered in exchange for this Note]3 (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from [the Issue Date. Date].4 Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at a rate per annum that is 1.0% in excess of 7.750%. Interest not paid when due and any interest on the defaulted interestprincipal, premium or interest not paid when due will be paid to the Persons who that are Holders on a subsequent special 1 Include only for Initial Note or Initial Additional Note. 2 Include only for Initial Note or Initial Additional Note; conform to applicable Registration Rights Agreement. 3 Include only for Exchange Note. 4 For Additional Notes, should be the date of their original issue. record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]September 1, 20222024. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 18.500% per annum in excess of the above rate and [(subject to pay interest on overdue installments of interest at such higher rate to the extent lawful. adjustment as provided below)].1 Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder Holders of record of this Note the Notes at the close of business on the Interest Record Date August 15 or February 15 immediately preceding the interest payment date) on each Interest Payment Dateinterest payment date, commencing March 1, 2018. Interest on this Note will accrue commencing on the date of original issue and thereafter from the most recent date to which interest has been paid on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from [the Issue Date. Date].2 Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at a rate per annum that is 1% in excess of 8.500%. Interest not paid when due and any interest on the defaulted interestprincipal, premium or interest not paid when due will be paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer 2. ---------------------- TKC Acquisition Corp., a Tennessee corporation (such corporation, and its successors and assigns under the Indenture hereinafter referred to, being herein called the "Company"), promises to pay the principal amount set forth on Schedule A of this Note to the Holder hereof on [●]October 1, 20222007. The Issuer promises to Company shall pay interest at a rate of 10 1/4% per annum, from September 26, 1997 or from the most recent Interest Payment Date thereafter to which interest has been paid or duly provided for, semiannually in arrears on April 1 and October 1 of each year, commencing on April 1, 1998, in cash, to the Holder hereof until the principal amount of hereof is paid or made available for payment. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, subject to certain exceptions provided in the Indenture, be paid to the Person in whose name this Note on each Interest Payment Date, as set forth on (or the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum Note in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of exchange or substitution for which this Note was issued) is registered at the close of business on the Interest Record Date immediately preceding each for interest payable on such Interest Payment Date. The Record Date for any interest payment is the close of business on March 15 or September 15, as the case may be, whether or not a Business Day, immediately preceding the Interest Payment Date on this Note will accrue from which such interest is payable. Any such interest not so punctually paid or duly provided for ("Defaulted Interest") shall forthwith cease to be payable to the most recent date to which interest has been paid Holder on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest such Record Date and shall be paid as provided in Section 2.11 of the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue DateIndenture. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the Each payment of principal of, premium interest in respect of an Interest Payment Date will include interest accrued through the day before such Interest Payment Date. If an Interest Payment Date falls on or interest on the Notes a day that is not a Business Day in Day, the relevant place of interest payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not to be made on such date but may Interest Payment Date will be made on the next succeeding Business Day. Any payment made on such Business Day shall have with the same force and effect as if made on the date on which such payment is dueInterest Payment Date, and no additional interest will accrue as a result of such delayed payment. If this Note is issued pursuant to a Registered Exchange Offer, on or prior to the Record Date for the first Interest Payment Date following such exchange, accrued and unpaid interest, if any, on the equivalent principal amount of the Initial Note in exchange for which this Note was issued, up to but not including the date of issuance of this Note, shall be paid on the first Interest Payment Date for this Note to the Holder of this Note on the first Record Date with respect to this Note. If this Note is issued pursuant to a Registered Exchange Offer, subsequent to the Record Date for the first Interest Payment Date following such exchange but on or prior to such Interest Payment Date, then any such accrued and unpaid interest with respect to the equivalent principal amount of the Initial Note in exchange for which this Note was issued and any accrued and unpaid interest on this Note through the Notes day before such Interest Payment Date shall accrue for be paid on such Interest Payment Date to the period after Holder of such dateInitial Note on such Record Date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to To the extent lawful, the Company shall pay interest payable on overdue principal, overdue premium, Defaulted Interest and overdue Additional Interest (without regard to any applicable grace period) at the defaulted interest, interest rate borne on this Note. The Company's obligation pursuant to the Persons who are Holders on previous sentence shall apply whether such overdue amount is due at its Stated Maturity, as a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing result of the amount of defaulted interest proposed Company's obligations pursuant to be paid on each Note and the date Section 3.05, Section 4.07 or Section 4.08 of the proposed payment. The Issuer will fix Indenture, or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidotherwise.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]June 1, 20222027. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 14.875% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears on each interest payment date, commencing December 1, 2015, to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date November 15 and May 15 immediately preceding each Interest Payment Datethe interest payment date. However, the Company will pay the interest payable on the Notes at their Stated Maturity to the Persons to whom the Company pays the principal amount of the Notes. The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated May 14, 2015, between the Company, the Parent and the Initial Purchasers named therein (the “Registration Rights Agreement”), which provides in certain circumstances for the payment of additional interest to certain Holders of Notes, subject to the terms and conditions of such agreement. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Issue Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on overdue principal, premium, if any, and interest at the Notes is rate applicable to this Note. Interest not a Business Day in the relevant place of payment or in the place of business of the Paying paid when due and Transfer Agent, then payment of such any interest on principal, premium or interest need not paid when due will be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●], 2022. The Issuer promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face hereof to the Holder hereof on June 1, 2004. The Notes have been issued at a discounted principal value of this Note, $87,697,300. The Notes will accrete interest from the Issue Date at a rate computed as if the Notes had been issued bearing interest at the rate of 9.2514% per annum on May 31, 1996 (being a rate of 14.9445% per annum for the period from the Issue Date through November 30, 1996), compounded semiannually, to an aggregate principal amount of $123,000,000 by December 1, 1998. The principal amount at Stated Maturity of this Note is set forth on the face hereof. Commencing December 1, 1998, interest on this Note, like the other Notes, will accrue at the rate of 14% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate , and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually in cash semi-annually on June 1 and at December 1 of each year, commencing June 1, 1999, until the Final Maturity principal amount hereof is paid or Each payment of interest in respect of an Interest Payment Date in arrears to will include interest (including Additional Amounts (as hereinafter defined), if any, and Special Interest (as hereinafter defined), if any) accrued through the Holder of record of this Note at the close of business on the Interest Record Date immediately preceding each day before such Interest Payment Date. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following If an Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue Date. Interest will be computed Date falls on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or interest on the Notes that is not a Business Day in Day, the relevant place of interest payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not to be made on such date but may Interest Payment Date will be made on the next succeeding Business Day. Any payment made on such Business Day shall have with the same force and effect as if made on the date on which such payment is dueInterest Payment Date, and no additional interest will accrue as a result of such delayed payment. If this Note was issued, pursuant to a Registered Exchange Offer prior to the Record Date for the first Interest Payment Date following such substitution, accrued and unpaid interest, if any, on this Note, up to but not including the date of issuance of this Note, shall be paid on the Notes shall accrue first Interest Payment Date for this Note to the Holder of this Note or on the first Record Date with respect to this Note. If this Note was issued in a Registered Exchange Offer subsequent to the Record Date for the period after first Interest Payment Date following such datesubstitution but on or prior to such Interest Payment Date, then any such accrued and unpaid interest with respect to this Note and any accrued and unpaid interest with respect to the equivalent principal amount at Stated Maturity of the Initial Note in substitution for which this Note was issued, including Additional Amounts, if any, and Special Interest, if any, through the day before such Interest Payment Date, shall be paid on such Interest Payment Date to the Holder of this Note on such Record Date. If Any accretion of value with respect to the Issuer defaults in a payment equivalent principal amount and Stated Maturity of interest on the NotesInitial Note for which this Note, it will pay up to but including the defaulted interest in any lawful manner plus, date of issuance of this Note shall be included as Accreted Value with respect to this Note. To the extent lawful, the Company shall pay interest payable on the defaulted interest(i) if prior to December 1, to the Persons who are Holders 1998, any overdue Accreted Value of (and premium, if any, on) this Note, or if on a subsequent special record dateor after December 1, in each case 1998, any overdue principal of (and premium, if any, on) this Note, at the interest rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid borne on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; providedthis Note, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.plus

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]September 30, 20222013. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 112 ½ % per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date June 15 or December 15 immediately preceding the interest payment date) on each interest payment date, commencing July 1, 2007. Notwithstanding the foregoing, on or before any interest payment date, the Company may defer the payment of a portion of the interest due on such interest payment date at a rate of up to 7.5% per annum (the “Deferred Interest Payment”). If the Company elects to defer the payment of the Deferred Interest Payment Dateas aforesaid, interest at a rate of 12.5% per annum will accrue on the principal amount of the Note and on the accrued but unpaid Deferred Interest Payments. The Company may elect to defer the payment of Deferred Interest Payments on an unlimited number of occasions; provided, that, all unpaid Deferred Interest Payments shall be paid on or before the Stated Maturity of this Note. The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated December 29, 2006, between the Company and the Initial Purchasers named therein (the “Registration Rights Agreement”), including the right to receive Additional Interest (as defined in the Registration Rights Agreement). Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Issue Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at a rate per annum of 121/2%. Interest not paid when due and any interest on the defaulted interestprincipal, premium or interest not paid when due will be paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer promises to pay the principal of this Note on [●]October 1, 20222007. The Issuer promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.2510 1/2% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date March 15 or September 15 immediately preceding the interest payment date) on each Interest Payment Dateinterest payment date, commencing April 1, 2001. The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated October 2, 2000, between the Issuer, the Guarantors party thereto and the Initial Purchasers named therein (the "Registration Rights Agreement"). In the event that neither the Exchange Offer Registration Statement (as defined in the Registration Rights Agreement) nor the Shelf Registration Statement (as defined in the Registration Rights Agreement) is declared effective on or prior to the date that is 150 days after the Issue Date (the "Effectiveness Deadline"), the Holder shall be entitled to Liquidated Damages as specified in the Registration Rights Agreement until the Exchange Offer Registration Statement or the Shelf Registration Statement is declared effective by the Commission. If the Exchange Offer Registration Statement is declared effective but the Exchange Offer is not consummated on or prior to the earlier to occur of 40 Business Days after the date of effectiveness of the Exchange Offer Registration Statement, the Issuer shall be required to pay Liquidated Damages as specified in the Registration Rights Agreement. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note or the Note surrendered in exchange for this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Issue Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Issuer will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable and Liquidated Damages, if any, at a rate per annum that is 1% in excess of 10 1/2%. Interest and Liquidated Damages not paid when due and any interest on the defaulted interestprincipal, premium or interest not paid when due will be paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Issuer for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Issuer will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer promises to pay Teva Pharmaceutical Finance Company B.V., a Curaçao private limited liability company (the principal of this Note on [●]“Issuer”), 2022. The Issuer promises to pay interest on the principal amount of this Note at the Interest Rate from November 10, 2011 until the principal thereof is paid or made available for payment. Interest shall be payable quarterly in arrears on each February 8, May 8, August 8 and November 8 of each year (each an “Interest Payment Date”), commencing February 8, 2012. Interest on the Notes shall be computed on the basis of the actual number of days elapsed over a 360-day year. The Notes shall bear interest for each Interest Period at a per annum rate determined by the Calculation Agent, subject to the maximum interest rate permitted by New York or other applicable state law, as set forth such law may be modified by United States law of general application, as determined by the Issuer. The Interest Rate applicable to the Notes during each Interest Period shall be equal to LIBOR on the face Interest Determination Date for such Interest Period plus 0.900%. Promptly upon such determination, the Calculation Agent shall notify the Issuer and the Trustee, if the Trustee is not then serving as the Calculation Agent, of this Note, at the rate of 9.25% per annumInterest Rate for the new Interest Period. The Issuer promises to pay interest on overdue principal at 1% per annum in excess Interest Rate determined by the Calculation Agent, absent manifest error, shall be binding and conclusive upon the beneficial owners and holders of the above rate Notes, the Issuer and the Trustee. Upon the request of a Holder of the Notes, the Calculation Agent shall provide to pay such holder the Interest Rate in effect on the date of such request and, if determined, the Interest Rate for the next Interest Period. The accrued interest for any period shall be calculated by multiplying the principal amount of a Note by an accrued interest factor. The accrued interest factor shall be computed by adding the interest factor calculated for each day in the period for which accrued interest is being calculated. The interest factor (expressed as a decimal rounded upwards if necessary) shall be computed by dividing the Interest Rate (expressed as a decimal rounded upwards if necessary) applicable to such date by 360. All percentages resulting from any calculation of the Interest Rate on overdue installments of interest at such higher rate the Notes shall be rounded, if necessary, to the extent lawful. Interest (except defaulted interest) will nearest one-hundred thousandth of a percentage point, with five one-millionths of a percentage point rounded upwards, and all dollar amounts used in or resulting from such calculation shall be payable semiannually and at the Final Maturity Date in arrears rounded to the nearest cent (with one-half cent being rounded upwards). A Holder of record of this any Note at the close of business on the Interest a Regular Record Date immediately preceding each shall be entitled to receive interest on such Note on the corresponding Interest Payment Date. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●], 2022. The Issuer promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face hereof to the Holder hereof on June 1, 2004. The Notes have been issued at a discounted principal value of this Note, $87,697,300. The Notes will accrete interest from the Issue Date at a rate computed as if the Notes had been issued bearing interest at the rate of 9.2514% per annum on May 31, 1996 (being a rate of 14.9445% per annum for the period from the Issue Date through November 30, 1996), compounded semiannually, to an aggregate principal amount of $123,000,000 by December 1, 1998. The principal amount at Stated Maturity of this Note is set forth on the face hereof. Commencing December 1, 1998, interest on this Note, like the other Notes, will accrue at the rate of 14% per annum, and will be payable in cash semi-annually on June 1 and December 1 of each year, commencing June 1, 1999, until the principal amount hereof is paid or made available for payment. The Issuer promises to pay effect of the foregoing is that this Note will bear interest on overdue principal at 1the rate of 14.9445% per annum in excess of from the above rate Issue Date through November 30, 1996 and to pay interest on overdue installments 14% per annum thereafter. The payment of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of this Note at the close of business on the Interest Record Date immediately preceding each Interest Payment Date. Interest on this Note will accrue from in respect of the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, period from the Issue DateDate to December 1, 1998, however, will effectively be deferred until Maturity and such deferred interest will be compounded semi-annually and added to the outstanding principal amount of this Note. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months. In If the Company has not received, on or before May 31, 1998, $20,000,000 in Cash Proceeds from a sale or sales of Qualified Stock of the Company occurring subsequent to the Issue Date (other than Qualified Stock issued upon the exercise of Warrants or upon conversion of the Convertible Notes), this Note will bear interest at the rate of 14.5% per annum commencing on June 1, 1998 until any case in Interest Payment Date prior to which the date Company shall have received such $20,000,000 in Cash Proceeds from such a sale of Qualified Stock. Commencing on any such Interest Payment Date, this Note will again bear interest at the rate of 14% per annum. For purposes of this interest rate adjustment provision, the Company will be deemed to have received such $20,000,000 in Cash Proceeds if a Change of Control has occurred. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, subject to certain exceptions provided in the Indenture, be paid to the Person in whose name this Note (or the Note in exchange or substitution for which this Note was issued) is registered at the close of business on the Record Date for interest payable on such Interest Payment Date. The Record Date for any Interest Payment Date is the close of business on May 15 or November 15, as the case may be, whether or not a Business Day, immediately preceding the Interest Payment Date on which such interest is payable. Any such interest not so punctually paid or duly provided for ("Defaulted Interest") shall forthwith cease to be payable to the Holder on such Record Date and shall be paid as provided in Section 2.11 of the Indenture. Each payment of principal ofinterest in respect of an Interest Payment Date will include interest (including Additional Amounts (as hereinafter defined), premium if any, and Special Interest (as hereinafter defined), if any), accrued through the day before such Interest Payment Date. If an Interest Payment Date falls on or interest on the Notes a day that is not a Business Day in Day, the relevant place of interest payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not to be made on such date but may Interest Payment Date will be made on the next succeeding Business Day. Any payment made on such Business Day shall have with the same force and effect as if made on the date on which such payment is dueInterest Payment Date, and no additional interest will accrue as a result of such delayed payment. If an Exchange Note is substituted for this Note in a Registered Exchange Offer prior to the Record Date for the first Interest Payment Date following such substitution, accrued and unpaid interest, if any, on this Note, up to but not including the date of issuance of the Exchange Note or Exchange Notes issued in substitution for this Note, shall be paid on the first Interest Payment Date for such Exchange Note or Exchange Notes to the Holder or Holders of such Exchange Note or Exchange Notes on the first Record Date with respect to such Exchange Note or Exchange Notes. If this Note is exchanged in a Registered Exchange Offer subsequent to the Record Date for the first Interest Payment Date following such substitution but on or prior to such Interest Payment Date, then any such accrued and unpaid interest with respect to this Note and any accrued and unpaid interest on the Exchange Note or Exchange Notes issued in substitution for this Note, including Additional Amounts, if any, and Special Interest, if any, through the day before such Interest Payment Date, shall accrue be paid on such Interest Payment Date to the Holder of this Note on such Record Date. Any accretion of value with respect to this Note up to but including the date of issuance of the Exchange Note or Exchange Notes issued in substitution for the period after this Note shall be included as Accreted Value with respect to such dateExchange Note or Exchange Notes. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to To the extent lawful, the Company shall pay interest payable on (i) if prior to December 1, 1998, any overdue Accreted Value of (and premium, if any, on) this Note, or if on or after December 1, 1998 any overdue principal of (and premium, if any, on) this Note, at the defaulted interestinterest rate borne on this Note, plus 1% per annum, and (ii) Defaulted Interest (without regard to any applicable grace period), including Additional Amounts, if any, and Special Interest, if any, at the same rate. The Company's obligation pursuant to the Persons who are Holders on previous sentence shall apply whether such overdue amount is due at its Stated Maturity, as a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing result of the amount of defaulted interest proposed Company's obligations pursuant to be paid on each Note and the date Section 3.6, Section 4.7 or Section 4.8 of the proposed payment. The Issuer will fix Indenture, or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidotherwise.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]January 10, 20222025. If the maturity date of this Note is not a Business Day, then the principal amount of the Note plus accrued and unpaid interest thereon shall be paid on the next succeeding Business Day with the same effect as if payment were made on the maturity date, and no interest shall accrue for the maturity date, or thereafter. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.252.850% per annum. The Issuer promises , subject to pay interest on overdue principal at 1% adjustment as set forth herein (the per annum in excess of rate at which the above rate and to pay interest on overdue installments of Notes shall bear interest at such higher rate any time, the “Note Interest Rate”). Interest shall be payable semi-annually in arrears (to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears to the Holder holders of record of this Note at the close of business on the Interest Record Date December 26 or June 25 immediately preceding the interest payment date) on each Interest Payment Dateinterest payment date, commencing July 10, 2020. Interest on this Note will shall accrue from and including the most recent interest payment date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from and including the Issue DateDate to and including the day immediately preceding the next succeeding interest payment date. Interest will shall be computed on the basis of a 360-day year of twelve 30-day months. In If any case in which the interest payment date of the payment of principal of, premium falls on or interest on the Notes a day that is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer AgentDay, then such interest payment of such date shall be the next succeeding Business Day, without additional interest and with the same effect as if it were made on the originally scheduled date. Interest not paid when due and any interest on principal, premium or interest need not paid when due shall be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which shall be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day next preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 10 days before a special record date, the Company shall send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer promises to pay the principal of this Note on [●______ __], 20222031. The Issuer promises to pay interest in cash on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.253.00% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears annually (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date last day of the calendar month (whether or not a Business Day), immediately preceding the interest payment date) on each Interest Payment Dateinterest payment date, commencing November 30, 2017. The Holder of this Note is not entitled to any registration rights with respect to this Note Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Issue Date[_________ __], 2016. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Issuer will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusoverdue principal and, to the extent lawful, interest payable at a rate per annum equal to the rate otherwise accruing on the defaulted interest, this Note. Interest not paid when due and any interest on principal or interest not paid when due will be paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Issuer for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Issuer will send to each Holder and to the NIRAN Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]December 1, 20222018. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 18.750% per annum in excess of the above rate and [(subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below)]1. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date May 15 or November 15 immediately preceding the interest payment date) on each Interest Payment Dateinterest payment date, commencing June 1, 2013. [The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated November 20, 2012, between the Company, the Parent Guarantor and the Representatives of the initial purchasers of the Notes named therein (the “Registration Rights Agreement”). In the event of any Registration Default (as defined in the Registration Rights Agreement), the interest rate on this Note will increase by a rate of 0.25% per annum during the 90-day period immediately following the occurrence of any Registration Default and shall increase by 0.25% per annum at the end of each subsequent 90-day period, but in no event shall such increase exceed 1.00% per annum.]2 Interest on this Note will accrue from the most recent date to which interest has been paid on this Note [or the Note surrendered in exchange for this Note]3 (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Issue Date. Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes is overdue principal, premium, if any, and interest, in each case at a rate per annum of 8.750%. Interest not a Business Day in the relevant place of payment or in the place of business of the Paying paid when due and Transfer Agent, then payment of such any interest on principal, premium or interest need not paid when due will be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid. 1 Include only for Initial Note or Initial Additional Note. 2 Include only for Initial Note or Initial Additional Note. 3 Include only for Exchange Note.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]March 1, 2022. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 14.250% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears on each interest payment date, commencing September 1, 2017, to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date February 15 and August 15 immediately preceding each Interest Payment Datethe interest payment date. However, the Company will pay the interest payable on the Notes at their Stated Maturity to the Persons to whom the Company pays the principal amount of the Notes. [The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated February 3, 2017, between the Company, the Parent and the Initial Purchasers named therein relating to the Company’s 4.250% Senior Notes due 2022 (the “Registration Rights Agreement”), which provides in certain circumstances for the payment of additional interest to certain Holders of Notes, subject to the terms and conditions of such agreement.]2 Interest on this Note will accrue from the most recent date to which interest has been paid on this Note or its predecessor note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Issue Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on overdue principal, premium, if any, and interest at the Notes is rate applicable to this Note. Interest not a Business Day in the relevant place of payment or in the place of business of the Paying paid when due and Transfer Agent, then payment of such any interest on principal, premium or interest need not paid when due will be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of such interest, 2 Include for any Note to which the proposed paymentRegistration Rights Agreement is applicable. The Issuer will fix whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]August 14, 2022. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Note, at the rate of 9.255.875% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder Holders of record of this Note the Notes at the close of business on January 30 or July 30 immediately preceding the Interest Record Date immediately preceding Payment Date) on each Interest Payment Date, commencing February 14, 2018. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Original Issue Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. Interest not paid when due and any interest on principal, premium or interest not paid when due will be paid to the Persons that are Holders on a special record date, which will be the 15th day preceding the date fixed by the Company for the payment of such interest, whether or not such day is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the payment date and the amount of interest to be paid. Except as described under Sections 3.01 and 3.02 of the Indenture and as otherwise provided in the Indenture, the Notes may not be redeemed prior to maturity (unless they have been repurchased by the Company). In any case in which the date of the payment of principal of, premium on or interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer AgentDay, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]August 15, 20222039. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 16.625% per annum in excess of the above rate and [(subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below)]. 1 Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date February 1 or August 1 immediately preceding the interest payment date) on each Interest Payment Dateinterest payment date, commencing February 15, 2010. [The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated August 14, 2009, between the Company and the Initial Purchasers named therein (the “Registration Rights Agreement”). In the event that the Company does not comply with certain requirements in the Registration Rights Agreement, the interest rate on this Note will increase as set forth in the Registration Rights Agreement.]2 Interest on this Note will accrue from the most recent date to which interest has been paid on this Note [or the Note surrendered in exchange for this Note]3 (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from [the Issue Date. Date].4 Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at the rate per annum applicable to this Note. Interest not paid when due and any interest on the defaulted interestprincipal, premium or interest not paid when due will be paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a _________________________ 1 Include only for Initial Note. 2 Include only for Initial Note. 3 Include only for Exchange Note. 4 For Additional Notes, should be the date of their original issue. notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer promises Subject to pay Section 2.6 and 2.7 of the principal Seventh Supplemental Indenture, dated as of this Note on [●]September 23, 2022. , between Reinsurance Group of America, Incorporated, a Missouri corporation (the “Company”), and The Issuer Bank of New York Mellon Trust Company, N.A. (the “Seventh Supplemental Indenture”), the Company promises to pay interest on the principal amount of this Note on each Interest Payment Datethe Debenture (i) from and including the date of original issue to, as set forth on but excluding, the face of this Note, First Reset Date at the fixed rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 17.125% per annum in excess and (ii) from, and including, the First Reset Date, during each Reset Period, at a rate per annum equal to the Five-Year Treasury Rate as of the above rate and most recent Reset Interest Determination Date plus 3.456% to pay interest be reset on overdue installments of interest at such higher rate to the extent lawfuleach Reset Date. Interest (except defaulted interest) on the Debentures will be payable semiannually and at the Final Maturity Date quarterly in arrears on January 15, April 15, July 15 and October 15 of each year, beginning on January 15, 2023, to the Holder record holders of record of this Note the Debentures at the close of business on the Interest Record Date immediately preceding each Interest Payment DateJanuary 1, April 1, July 1 or October 1, as applicable, whether or not a Business Day. However, interest that the Company pays on the maturity date or a date of redemption will be payable to the person to whom the principal will be payable. Interest on this Note payments will accrue include accrued interest from, and including, the original issue date, or, if interest has already been paid, from the most recent last date to in respect of which interest has been paid on this Note (oror duly provided for to, if there is no existing Default in the payment of interestbut excluding, and if this Note is authenticated between a regular Interest Record Date and the next following succeeding Interest Payment Date, from such Interest Payment Date) orthe maturity date or the date of redemption, if no as the case may be; subject to the Company’s right to defer payment of interest has been paid, from on the Issue DateDebentures in accordance with Section 2.7 of the Seventh Supplemental Indenture. Interest The amount of interest payable for any interest payment period will be computed on the basis of a 360-day year consisting of twelve 30-day months. In If any case in date on which the date of the payment of principal of, premium on or interest is payable on the Notes Debentures is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer AgentDay, then payment of such principal, premium or the interest need not be made payable on such date but may will be made on the next succeeding Business Day. Any payment made on such day that is a Business Day shall have (and without any interest or other payment in respect of any such delay). Interest not paid on any payment date will accrue and compound quarterly at a rate per year equal to the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment rate of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be Debentures until paid.

Principal and Interest. The Issuer Corporation promises to pay the principal amount set forth on Schedule A of this Note Security to the Holder hereof on [●]August 1, 20222016. The Issuer promises to Corporation shall pay interest at a rate of 9 1/2% per annum, semiannually on February 1 and August 1 of each year (each, an “Interest Payment Date”), commencing on February 1, 1997, in cash to the Holder hereof until the principal amount of this Note hereof is paid or made available for payment. The interest so payable, and punctually paid or duly provided for, on each any Interest Payment DateDate will, as set forth on subject to certain exceptions provided in the face of this NoteIndenture, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate be paid to the extent lawful. Interest Person in whose name this Security (except defaulted interestor the Security in exchange or substitution for which this Security was issued) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of this Note is registered at the close of business on the record date for interest payable on such Interest Payment Date (the “Record Date”). The Record Date for any interest payment is the close of business on the preceding January 15 or July 15, as the case may be, whether or not a Business Day, immediately preceding each the Interest Payment DateDate on which such interest is payable. Interest Any such interest not so punctually paid or duly provided for (“Defaulted Interest”) shall forthwith cease to be payable to the Holder on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest such Record Date and shall be paid as provided in Section 2.12 of the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue DateIndenture. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case For disclosure purposes under the Interest Act (Canada), whenever in the Indenture or the Securities interest at a specified rate is to be calculated on the basis of a period less than a calendar year, the yearly rate of interest to which such rate is equivalent is such rate multiplied by the date actual number of days in the relevant calendar year and divided by the number of days in such period. Each payment of principal of, premium interest in respect of an Interest Payment Date will include interest accrued through the day before such Interest Payment Date. If an Interest Payment Date falls on or interest on the Notes a day that is not a Business Day in Day, the relevant place of interest payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not to be made on such date but may Interest Payment Date will be made on the next succeeding Business Day. Any payment made on such Business Day shall have with the same force and effect as if made on the date on which such payment is dueInterest Payment Date, and no additional interest on the Notes shall will accrue for the period after as a result of such datedelayed payment. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to To the extent lawful, the Corporation shall pay interest payable on (i) any overdue principal of (and premium, if any, on) this Security, at the defaulted interestinterest rate borne on this Security, and (ii) Defaulted Interest (without regard to any applicable grace period), at the same rate. The Corporation’s obligation pursuant to the Persons who are Holders on previous sentence shall apply whether such overdue amount is due at its Stated Maturity, as a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing result of the amount of defaulted interest proposed Corporation’s obligations pursuant to be paid on each Note and the date Section 3.07 or Section 5.01 of the proposed payment. The Issuer will fix Indenture, or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidotherwise.

Principal and Interest. The Issuer promises to Co-Issuers will pay the principal of this Note on [●]November 1, 20222017. The Issuer promises Co-Issuers promise to pay interest interest, Additional Amounts, if any, and Special Interest, if any, on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Notebelow, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 112.5% per annum in excess of the above rate (subject to adjustment as provided below). Interest, Additional Amounts, if any, and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) Special Interest, if any, will be payable semiannually and at the Final Maturity Date in arrears semi-annually (to the Holder Holders of record of this Note the Notes (or any Predecessor Notes) at the close of business on the Interest Regular Record Date immediately preceding the applicable Interest Payment Date) on each Interest Payment Date, commencing November 1, 2008. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue Date. May [ ], 2008.* Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which The Holder of this Note is entitled to the date benefits of the payment of Exchange and Registration Rights Agreement, dated June 30, 2008 among Holdings, the Co-Issuers, the Guarantors and the Initial Purchasers named therein (the “Registration Right Agreement”). The Co-Issuers shall pay interest, Additional Amounts, if any, and Special Interest if any, on overdue principal ofand premium, premium on or if any, and interest on the Notes is not a Business Day in the relevant place overdue installments of payment or in the place of business of the Paying and Transfer Agent, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusinterest, to the extent lawful, at a rate of 2.0% per annum in excess of the rate of interest payable on the defaulted interest, applicable to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidNotes.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]January 1, 20222025. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 14.75% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears on each interest payment date, commencing January 1, 2015, to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date December 15 and June 15 immediately preceding each Interest Payment Datethe interest payment date. However, the Company will pay the interest payable on the Notes at their Stated Maturity to the Persons to whom the Company pays the principal amount of the Notes. The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated May 28, 2014, between the Company, the Parent and the Initial Purchasers named therein (the “Registration Rights Agreement”), which provides in certain circumstances for the payment of additional interest to certain Holders of Notes, subject to the terms and conditions of such agreement. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from the Issue Date. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on overdue principal, premium, if any, and interest at the Notes is rate applicable to this Note. Interest not a Business Day in the relevant place of payment or in the place of business of the Paying paid when due and Transfer Agent, then payment of such any interest on principal, premium or interest need not paid when due will be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]June 21, 20222019. The Issuer Company promises to pay interest on the principal amount of this Note on each September 30, December 31, March 31 and June 30, or if such day is other than a Business Day on the immediately preceding Business Day (each, an “Interest Payment Date, as set forth on the face of this Note”), at a variable rate, reset quarterly equal to the rate of 9.25three-month LIBO Rate (as defined below) plus 5.75% per annum. , as determined by the calculation agent (the “Calculation Agent”), which shall initially be The Issuer promises to pay interest on overdue principal at 1% per annum in excess Bank of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. New York Mellon Trust Company, N.A. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears quarterly (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date September 15, December 15, March 15 and June 15 immediately preceding the Interest Payment Date) on each Interest Payment DateDate commencing September 30, 2013. Interest on this Note will accrue from the most recent date to which interest has been paid or duly provided for on this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Date, from such Interest Payment Date) [or, if no interest has been paid, from the Issue Date]. Interest will be computed on in the basis of a 360-day year and the actual number of twelve 30-day monthsdays elapsed. In If any case in which the date principal amount of the payment of principal of, premium on or interest on any Note or any fee, premium or other amount payable by the Notes Company is not paid when due, such overdue amount shall bear interest, after as well as before judgment, at a Business Day in rate per annum equal to the relevant place lesser of payment (A) the interest rate otherwise applicable to such Note plus 2% or in (B) the place of business of the Paying Highest Lawful Rate. Interest not paid when due and Transfer Agent, then payment of such any interest on principal, premium or interest need not paid when due will be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.. For purposes of the foregoing, the following defined terms shall have the meanings set forth below:

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]April 1, 20222019. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 18.750% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears (to the Holder Holders of record of this Note the Notes at the close of business on the Interest Record Date March 15 or September 15 immediately preceding the interest payment date) on each Interest Payment Dateinterest payment date, commencing October 1, 2011. [The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated April 5, 2011, between the Company, the Guarantors, Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated and Xxxxxx Xxxxxxx & Co. Incorporated, as the representatives for the several initial purchasers (the “Registration Rights Agreement”).]2 Interest on this Note will accrue from the most recent date to which interest has been paid on this Note [or the Note surrendered in exchange for this Note]3 (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Dateinterest payment date, from such Interest Payment Dateinterest payment date) or, if no interest has been paid, from [the Issue Date. Date].4 Interest will be computed on in the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company will pay interest on the Notes overdue principal, premium, if any, and interest at a rate per annum that is 2% in excess of 8.750%. Interest not a Business Day in the relevant place of payment or in the place of business of the Paying paid when due and Transfer Agent, then payment of such any interest on principal, premium or interest need not paid when due will be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest, paid to the Persons who that are Holders on a subsequent special record date, in each case at which will be the rate stated herein15th day preceding the date fixed by the Company for the payment of such 2 Include only for Initial Note or Initial Additional Note. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to 3 Include only for Exchange Note. 4 For Additional Notes, should be paid on each Note and the date of the proposed paymenttheir original issue. The Issuer will fix interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company will send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer Company promises to pay the principal of this Note on [●]February 1, 2022. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Dateinterest payment date, as set forth on the face of this Note, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 15.5% per annum in excess of the above rate and (subject to pay interest on overdue installments of interest at such higher rate to the extent lawfuladjustment as provided below). Interest (except defaulted interest) will shall be payable semiannually and at the Final Maturity Date in arrears (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date January 15 or July 15 immediately preceding the interest payment date) on each interest payment date, commencing February 1, 2014. The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated July 26, 2013, between the Company and the Initial Purchasers named therein (the “Registration Rights Agreement”). In the event that neither the Registered Exchange Offer (as defined in the Registration Rights Agreement) is consummated nor the Shelf Registration Statement (as defined in the Registration Rights Agreement) is declared effective on or prior to the date that is 360 days after the Issue Date (the “Registration Default”), Additional Interest Payment Dateshall accrue on the Initial Notes and Additional Notes, if any, over and above the interest set forth in the title of the Notes from and including the date on which any such Registration Default shall occur to but excluding the date on which all such Registration Defaults have been cured, at a rate of 0.25% per annum of the principal of the Initial Notes and Additional Notes, if any, for the first 90-day period immediately following the occurrence of a Registration Default, and such Additional Interest will increase by an additional 0.25% per annum with respect to each subsequent 90-day period until all Registration Defaults have been cured, up to a maximum Additional Interest rate of 1.0% per annum. Interest on this Note will shall accrue from the most recent date to which interest has been paid on this Note or the Note surrendered in exchange for this Note (or, if there is no existing Default default in the payment of interest, interest and if this Note is authenticated between a regular Interest Record Date record date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue Date. Interest will shall be computed on in the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company shall pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying and Transfer Agent, then payment of such overdue principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as premium, if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plusand, to the extent lawful, interest payable at a rate per annum equal to the interest rate on the defaulted interestNotes. Interest not paid when due and any interest on principal, premium or interest not paid when due shall be paid to the Persons who that are Holders on a subsequent special record date, in each case at which shall be the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and 15th day preceding the date fixed by the Company for the payment of the proposed payment. The Issuer will fix such interest, whether or caused to be fixed each not such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interestday is a Business Day. At least 15 days before a special record date, the Company shall send to each Holder and to the Trustee a notice that sets forth the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paid.

Principal and Interest. The Issuer promises to pay Ciphergen Biosystems, Inc., a Delaware corporation (the principal of this Note on [●]“Company”), 2022. The Issuer promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Note, at the rate of 9.257.00% per annum, except as described in the immediately following sentence, from the date of issuance until repayment at maturity, redemption or repurchase. If an FDA Approval Event (as defined in the Indenture) shall have occurred, the interest rate on this Note shall be reduced to 4.00% per annum at all times thereafter. The Issuer promises to Company will pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable this Note semiannually and at the Final Maturity Date in arrears to the Holder on March 1 and September 1 of record of this Note at the close of business on the Interest Record Date immediately preceding each year (each an “Interest Payment Date”), commencing March 1, 2007. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note 7.00% Convertible Senior Notes due 2011 (or, if there is no existing Default in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date“Notes”) or, if no interest has been paid, from the Issue Date. Interest will shall be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. In A Holder of any case Note at the close of business on a Regular Record Date shall be entitled to receive interest on such Note on the corresponding Interest Payment Date. A Holder of any Note which is converted after the close of business on a Regular Record Date and prior to the corresponding Interest Payment Date (other than any Note whose maturity is prior to such Interest Payment Date) shall be entitled to receive interest on the principal amount of such Note (including Additional Interest, if any), notwithstanding the conversion of such Note prior to such Interest Payment Date. However, any such Holder which surrenders any such Note for conversion during the period between the close of business on such Regular Record Date and ending with the opening of business on the corresponding Interest Payment Date shall be required to pay the Company an amount equal to the interest on the principal amount of such Note so converted (including Additional Interest, if any), which is payable by the Company to such Holder on such Interest Payment Date, at the time such Holder surrenders such Note for conversion. Notwithstanding the foregoing, in the event that, after November 1, 2008, the Company calls any Notes for redemption on a date that is after a Regular Record Date for an interest payment but prior to the corresponding Interest Payment Date, and prior to the Redemption Date a Holder of any Note chooses to convert such Note, any Holder which surrenders for conversion any such Note shall be entitled to receive (and retain) such interest (including Additional Interest, if any) and need not pay the date Company an amount equal to the interest (including Additional Interest, if any) on the principal amount of such Note so converted at the time such Holder surrenders such Note for conversion. Interest will be paid to, but not including, the Redemption Date to the Person entitled to receive payment of principal ofon such Note or Notes. In accordance with the terms of the Registration Rights Agreement, premium on or interest on dated November ___, 2006 (the Notes is not “Registration Rights Agreement”), between the Company and the initial beneficial Holders, upon the occurrence of a Business Day Registration Default (as defined in the relevant place of payment or Registration Rights Agreement) the Company has agreed to pay liquidated damages (“Additional Interest”) with respect to this Note in the place amounts described in the Registration Rights Agreement. All accrued Additional Interest shall be paid in arrears to Record Holders by the Issuer as specified in the Registration Rights Agreement. The accrual of business any Additional Interest hereunder will cease in accordance with the terms of the Paying and Transfer Agent, then payment Registration Rights Agreement. The Holder of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment this Note is due, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest on the Notes, it will pay the defaulted interest in any lawful manner plus, entitled to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing benefits of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidRegistration Rights Agreement.

Principal and Interest. The Issuer promises to Company will pay the principal of this Note on [●]March 15, 20222009. The Issuer Company promises to pay interest on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Notebelow, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 1% per annum in excess of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawfulshown above. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears cash (to the Holder holders of record of this Note the Notes at the close of business on the Interest Record Date March 1 or September 1 immediately preceding the Interest Payment Date) on each Interest Payment Date. Interest on this Note will accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default in the payment of interestcommencing March 15, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) or, if no interest has been paid, from the Issue Date2000. Interest will be computed on the basis of a 360-day year of twelve 30-day months. In any case in which If an exchange offer registered under the date Securities Act is not consummated, and a shelf registration statement under the Securities Act with respect to resales of the payment of principal of, premium on or interest on the Notes is not a Business Day declared effective by the Commission, on or before the date that is six months after the issue date of this Note in accordance with the relevant place of payment or in the place of business terms of the Paying Registration Rights Agreement, dated as of December 8, 1999, between the Company and Transfer AgentXxxxxx Xxxxxxx & Co. Incorporated, then payment of such principal, premium or annual interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is due, and no (in addition to interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment of interest otherwise due on the Notes) will accrue, it will at an annual rate of .5% per annum of the principal amount, payable in cash semiannually, in arrears on March 15 and September 15 of each year, commencing September 15, 2000 until the consummation of a registered exchange offer or the effectiveness of a shelf-registration statement with respect to resale of this Note. The Holder of this Note is entitled to the benefits of such Registration Rights Agreement. The Holder of this Note is entitled to the benefits of a Pledge Agreement, dated as of December 8, 1999, between the Company and The Bank of New York, as trustee (the "Trustee"), pursuant to which the Company has placed in the Pledge Account cash or Government Securities sufficient to provide for the payment of the first three interest payments on this Note. The Company shall pay the defaulted interest in any lawful manner pluson overdue principal and premium, if any, and interest on overdue installments of interest, to the extent lawful, interest payable on the defaulted interest, to the Persons who are Holders on at a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, per annum that no such special record date may be less than 10 days prior to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidis 11.50% per annum.

Principal and Interest. The Issuer promises to Anixter Inc. (the “Company”) shall pay the principal of this Note on [●]March 1, 20222023. The Issuer Company promises to pay interest and Additional Interest, if any, on the principal amount of this Note on each Interest Payment Date, as set forth on the face of this Notebelow, at the rate of 9.25% per annum. The Issuer promises to pay interest on overdue principal at 15.50% per annum in excess (subject to adjustment as provided below). Interest, and Additional Interest, if any, shall be payable semi-annually (to the Holders of the above rate and to pay interest on overdue installments of interest at such higher rate to the extent lawful. Interest (except defaulted interest) will be payable semiannually and at the Final Maturity Date in arrears to the Holder of record of this Note Notes at the close of business on February 15 or August 15 immediately preceding the Interest Record Date immediately preceding Payment Date) in arrears on each Interest Payment Date, commencing [ ], 20[ ]. Interest The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated August 18, 2015, among the Company, the Guarantor and Xxxxx Fargo Securities, LLC, as representative of the several Initial Purchasers (the “Registration Rights Agreement”), including with respect to Additional Interest. Interest, including Additional Interest, if any, on this Note will shall accrue from the most recent date to which interest has been paid on this Note (or, if there is no existing Default or the Note surrendered in the payment of interest, and if this Note is authenticated between a regular Interest Record Date and the next following Interest Payment Date, from such Interest Payment Date) exchange herefor or, if no interest has been paid, from August 18, 2015; provided that, if there is no existing default in the Issue payment of interest and if this Note is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such next succeeding Interest Payment Date. Interest will shall be computed on the basis of a 360-day year of twelve 30-day months. In any case in which the date of the payment of principal of, premium on or The Company shall pay interest on the Notes is not a Business Day in the relevant place of payment or in the place of business of the Paying overdue principal and Transfer Agentpremium, then payment of such principal, premium or interest need not be made on such date but may be made on the next succeeding Business Day. Any payment made on such Business Day shall have the same force and effect as if made on the date on which such payment is dueany, and no interest on the Notes shall accrue for the period after such date. If the Issuer defaults in a payment overdue installments of interest on the Notesand Additional Interest, it will pay the defaulted interest in any lawful manner plusif any, to the extent lawful, interest payable on the defaulted interest, at a rate per annum equal to the Persons who are Holders on a subsequent special record date, in each case at the rate stated herein. The Issuer will notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Note and the date of the proposed payment. The Issuer will fix or caused to be fixed each such special record date and payment date; provided, however, that no such special record date may be less than 10 days prior applicable to the related payment date for such defaulted interest. At least 15 days before the special record date, the Issuer (or, upon written request of the Issuer, the Trustee in the name and at the expense of the Issuer) will mail or cause to be mailed to Holders a notice that states the special record date, the related payment date and the amount of such interest to be paidNotes.