New York Uses in Headings Clause

Headings from Underwriting Agreement

Headings. The headings of the sections of this Agreement have been inserted for convenience of reference only and shall not be deemed a part of this Agreement.

Headings from Purchase Agreement

PURCHASE AGREEMENT, dated as of March 20, 2017, between Corning Natural Gas Holding Corporation, a New York corporation (the "Company"), and Ted Gibson (the "Purchaser"), and QCI Asset Management Inc., as registered investment advisor ("QCI").

Headings. The headings of the sections of this Agreement are solely for convenience of reference and shall not affect the meaning of any of the provisions hereof.

Headings from Purchase Agreement

PURCHASE AGREEMENT, dated as of March 20, 2017, between Corning Natural Gas Holding Corporation, a New York corporation (the "Company"), and Carl T. Hayden, residing at _______________, _________, NY ______ (the "Purchaser").

Headings. The headings of the sections of this Agreement are solely for convenience of reference and shall not affect the meaning of any of the provisions hereof.

Headings from Registration Rights Agreement

This Registration Rights Agreement (this Agreement) is made and entered into as of January 30, 2017, by and among Ferrellgas Partners, L.P., a Delaware limited partnership (the Company), Ferrellgas Partners Finance Corp., a Delaware corporation (Finance Corp. and, together with the Company, the Issuers), and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as the representative (the Representative) of the several Initial Purchasers listed in Schedule A to the Purchase Agreement (as defined below) (the Initial Purchasers), each of whom has agreed to purchase the Issuers 85/8% Senior Notes due 2020 (the Securities) pursuant to the Purchase Agreement.

Headings. The headings in this Agreement are for convenience of reference only and shall not limit or otherwise affect the meaning hereof.

Headings

SECOND INCREMENTAL FACILITY AMENDMENT, dated as of January 25, 2017 (this Agreement), to the Term Loan Credit Agreement dated as of November 9, 2015 (as amended by that certain First Incremental Facility Amendment dated as of December 29, 2016, as further amended by that certain Amendment No. 1 to the Term Loan Credit Agreement dated as of January 25, 2017 (Amendment No. 1), as further amended by that certain Amendment No. 2 to the Term Loan Credit Agreement dated as of January 25, 2017 (Amendment No. 2) and as amended, supplemented or otherwise modified through the date hereof, the Credit Agreement), among T-Mobile USA, Inc., a Delaware corporation (the Borrower), the several banks and other financial institutions or entities from time to time parties thereto as lenders and Deutsche Bank AG, New York Branch, as administrative agent and collateral agent (in such capacities, the Administrative Agent).

Headings. Section headings used herein are for convenience of reference only, are not part of this Agreement and are not to affect the construction of, or to be taken into consideration in interpreting, this Agreement.

Headings from Security Agreement

Pursuant to the Subordinated Indenture, dated as of the date hereof (as amended, restated, amended and restated, supplemented or modified from time to time, the Indenture; capitalized terms used but not defined herein shall have the meanings given such terms in the Indenture), by and among the Grantor, the Trustee and the Secured Party, the Holders have agreed to purchase Securities from the Grantor. In order to induce the Holders to purchase such Securities, the Grantor has agreed to grant a continuing Lien on the Collateral to secure the Obligations (as hereinafter defined). Accordingly, the Grantor hereby agrees as follows:

Headings. Section headings used herein are for convenience of reference only, are not part of this Agreement and shall not affect the construction of, or be taken into consideration in interpreting, this Agreement.

Headings from Security Agreement

Pursuant to the Indenture, dated as of the date hereof (as amended, restated, amended and restated, supplemented or modified from time to time, the Indenture; capitalized terms used but not defined herein shall have the meanings given such terms in the Indenture), by and among the Grantor, the Trustee, and the Secured Party, the Holders have agreed to purchase Securities from the Grantor. In order to induce the Holders to purchase such Securities, the Grantor has agreed to grant a continuing Lien on the Collateral to secure the Obligations (as hereinafter defined). Accordingly, the Grantor hereby agrees as follows:

Headings. Section headings used herein are for convenience of reference only, are not part of this Agreement and shall not affect the construction of, or be taken into consideration in interpreting, this Agreement.

Headings from Registration Rights Agreement

Headings. The headings in this Agreement are for convenience of reference only and shall not limit or otherwise affect the meaning hereof.

Headings from Amended and Restated Employment Agreement

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of December 1, 2016, (the "Effective Date"), by and between Microphase Corporation, a Connecticut corporation with its principal place of business located at Microphase Corporation, 100 Trap Falls Road Extension, Suite 400, Shelton, Connecticut 06484 (the "Company"), and James Ashman, an individual and resident of the State of Connecticut ("Executive" and together with the Company, the "Parties" and each, a "Party").

Headings. The headings contained in this Agreement are for reference purposes only and shall not affect the meaning or interpretation of this Agreement.

Headings from Amended and Restated Registration Rights Agreement

WHEREAS, this Agreement is intended to amend and restate in its entirety the Second Amended and Restated Registration Rights Agreement, dated as of December 27, 2012, which amended and restated in its entirety the Amended and Restated Registration Rights Agreement, dated as of October 13, 2010, which amended and restated in its entirety the Registration Rights Agreement, dated as of July 15, 2009 (collectively, the Prior Registration Rights Agreements), each by and among the Company and the shareholders of the Company from time to time party thereto; and

Headings. The headings of the various sections of this Agreement have been inserted for convenience of reference only and shall not be deemed to be a part of this Agreement.